Eternally Burning
by hArdcOrecArtoonmAniac
Summary: Thrax survives and is dead-set on having revenge and retreaving his chain. Can Osmosis stop the vurlent virus a second time or are they doomed to be eternaly burning? Danger grows as an ambitious nuron plots to become mayor.
1. Introduction

**Introduction**

_A cell can take pride in knowing he's the only thing standing between the health of the body and illness - even more so after a near death experience. It was only months ago when the City of Frank was faced with the most deadly virus they have ever experienced and won. The only reason The Red Death ain't in the record books is because of the efforts, rebellion and admittedly, paranoia of a single white blood cell with the help of his cold pill buddy. This taught us all a lesson about the power one can wield and a lesson for our own health and well being. From laughing stock to hero is an amazing transformation. So the body was saved and the world was rid of possibly the most deadly disease to ever live. Frank was saved, the cell was brought back into the force with full privileges, got the girl and everyone lived happily ever after. And so now that all is well the story of The Red Death fades into the background. Forgotten... Left behind... Destroyed... I think not!_


	2. Fever Dreams

It took only a matter of minuets for Frank to start to recover enough from an unknown ailment to start to communicate with his daughter. The recovery was happy and spirit lifting, even for the doctor and the nurses, never mind they never did find out what the man was suffering from in the first place. It was later diagnosed as stress. After seeing that the illness has seemed to go into submission the doctor left and the nurses began to clean up the operating room.

It was only a few hours later that Frank and his daughter, Shane, checked out of the hospital. However, prior to this there was the matter of the happy reunion. A joyous one is was, being so close to losing a loved one can do that to someone.

Though Frank as well as his savior survived, this was not a time of happiness for everyone. The pathogen that caused the illness was apparently killed - this is what the virus might have preferred. While the cup of alcohol was unattended to a claw reached up from the liquid and clung to the tip of the false eyelash. The virus pulled himself out of the burning solution. Clawing at the, what seemed to him, monumentally large eyelash and crawled to the top away from the horrible acid. Thrax was out of the alcohol but some still dripped off him, still burning. His body was pale and discolored due to the exposure to the alcohol, his clothing ripped and tattered due to his struggle. He had an emaciated look about him, his flesh hardly held onto his skeleton. Would he have preferred death over this crippling pain? Never.

The cold air stung but quickly dried him of the alcohol that still dissolved him. He stood up to get a better look around. His bones ached, hardly able to support his weight. His eyes were also damaged and his vision was blotchy white. He could see enough to see there wasn't an easy way out. He knew in his current state he wouldn't last much longer if he didn't have a body to incubate in.

But as luck or fate would have it, a nurse came to dump the alcohol when she noticed there was a false eyelash floating in the cup. It probably belonged to the daughter. She reached her fingers in to pick it up.

Thrax saw this and took it as an opportunity to get out of the container. With quite a bit of effort he jumped from the eyelash to the tip of the nurse's finger as she went to pick it up.

The nurse dumped the alcohol and took the false eyelash to Shane.

"Excuse me, honey, but is this yours?" The nurse asked

"What? Oh, yes" Said Shane, just remembering she was wearing them, "Thank you"

The nurse gave it back to Shane who put the false eyelash and the other back into the holder.

The virus clung to his spot in the gap under the nurse's long finger nail. He could not use her body to incubate in. First of all he could not enter in time to save himself - skin was thick and it would take a few cuts and with his claws now so frail it was out of the question. Even if he did get in, an adult body would be difficult to incubate in, in his state as it would have been able to recognize and deal with a virus such as himself. He would have fell in alcohol than be defeated by a cell - though both were the case when he fought Osmosis. He knew all this to be true.

"I can't take this body now." Thrax whispered to himself, "I need a weaker one."

Unfortunately after leaving the operating room the nurse headed to the nursery for sick children to attend to a crying baby. She didn't know of the deadly virus she carried.

Thrax saw the baby within range.

"That will work." He said though a sinister grin and jumped.

One week later the baby came down with a strange illness and tragically passed away.

* * *

**The Throat: 10:03 AM**

It was, yet again, another average nothing special day. Routine and straightforward - how amazingly boring. It's been like this for the past few weeks. While the average cell would be grateful for the lack of pathogenic activity, Osmosis Jones didn't plan on spending his time in Immunity (a job he had just managed to get back) doing nothing. Despite his lack of work, it was smooth sailing for the Body; the majority of dangerous viruses have been destroyed in the Zit explosion as well as a new mayor being elected who was devoted to turning the city around. Not to mention a new heathy attitude from the big guy himself. Due most of the dangerous viruses being killed this gave the less powerful viruses a chance at causing sickness, of which have tried and failed.

Life in the Body goes on. Osmosis and has new law enforcement partner, Drix the Cold Pill, were paroling the Throat at the time when the Chief called in.

"Jones, are you there?" The Chief asked

"Yeah Chiefy, what is it?" Ozzy asked picking up the communicator

"I know you've been wanting some action and there's been a break out in one of the prisons"

"What is it?" He asked eagerly, "Flu? Tonsilitis?"

"Well - Not exactly."

"Oh no, don't tell me."

"Yeah, Fergie again."

"Why can't you keep that little creep behind bars?! Come to think of it . . . how does he keep getting out in the first place!"

"You're the one that wanted a disease to catch!" The Chief snapped, "I've just gotten information that he's stolen a sparkler on his way through See World and he's heading down to the Throat to try and set it on fire again. I'm sure you two can handle him."

"Don't worry Chief, we'll catch him - again." He groaned and turned off the communicator

"What is it?" Drix asked

"It's that little common cold again." Ozzy grumbled

"I thought she was a strep throat." He corrected

"Whatever."

There was the sound of neurotic laugher upwind of them.

"That's him, let's go." Ozzy said

They walked toward the laughter. The germ could now be seen dashing toward them. His big round pink eyes glowing against his green body. He sprinted almost gracefully on his elevated paws. In each claw he held two sparklers that cackled along with him.

Dull in mind and eyesight he didn't notice the cops until Ozzy spoke;

"Ok Fergie, that's far enough, you're busted!"

"AYYE!!" He screeched startled and he flipped over his own feet and hopped back up, "Oh no, I believe you are the ones who are busted!"

Before they could move in Fergie put the sparklers in his mouth and blew out the flames on to the ground. He quickly surrounded the pair in a ring of flames. He laughed hysterically and began to set the rest of the area on fire.

"Burn, baby burn, disco inferno! Burn, baby burn, disco inferno!" He cackled as he set the ground ablaze. "Hey is it hot in here or is it just me...?"

His eyes widened.

"Fire! Ahhh!" He screamed as he flew into the air realizing that he's trapped_ himself _in a ring of fire.

Fergie landed on the ground outside it and continued inflaming the Throat.

After Drix had put out the flames around them Ozzy quickly came up with the plan.

"You go put out those fires, I'll take care of the kid" He said

"Ok, call me if you need any help"

"Trust me, I won't need help with _him_"

Drix went to cool down the Throat while Osmosis perused the insane virus. Fergie was doing his own little fire dance in the flames that surrounded him. He couldn't be any happier, until;

"Halt, virus!"

Fergie stopped cold and stared blankly.

"Or what?" He asked too nearsighted to see the gun pointed at him, "You'll lock me up again?"

The strep throat virus heard a gun shot and he made a break for it. Osmosis perused him.

You see, Fergie lacks brains, strength, coordination and the ability to see things that were more than five micrometers in front of him but one thing he did have was speed. He burned the ground beside him until he caught his own tail on fire.

"AhhYEE!! My eyes! It burns!" He shrieked

The virus received a swift punch to the face and he fell over to the ground. Before Ozzy could grab him he dashed away laughing. The cell thought he had gotten away. Fergie was too busy making faces at the cop to notice there was a cold pill in the way of his escape!

Drix hardly moved as the small germ ran into him at full sprint. Knocked silly, Fergie fell over.

"You're done, virus!" Drix stated

Fergie regained what little wits he had and saw that a cannon was pointed at him (well within his range of vision). He quickly came up with his escape.

"Look what I can do!" Fergie said sticking his claw under his eye popping it out of it's socket

_As Drix cringed and Fergie scuttled on to the top of Osmosis' car. Now both the cop and _the pill watched the virus.

"You have tried to get rid of me but now it's too late for no one can catch the great, um, Ferg-master!" He cackled and threw down a smoke bomb that blinded them

His laugher faded and so did the smoke. The virus was gone. He had escaped, again.

"Well, now I know why her eyesight is so bad." Drix said

"Great, he's gone." Said Ozzy, "Well what harm can a germ like _him_ do, anyway?"

* * *

**The Mouth: 12:45 PM**

That little strep throat virus was rather proud of himself, he hasn't been caught again for a whole week (a personal record). But because he hasn't been caught doesn't mean that Fergie and his little gang have been keeping out a trouble.

Fergie and his gang have just arrived back at their hideout inside an open cavity on the Lower Right anine. Him and the other amateur viruses have just robbed a sugar bank in the Liver and where admiring the spoils - more or less admired the spoils from afar while Fergie handled them greedily.

"Oh yes this will make a great necklace for me" Fergie cackled and he walked outside the cavity to admire the large sugar crystal in the better light.

The other young germs followed him outside angrily.

"Hmm, this one would look good as a ring." He said taking another out of the bag, "Who says crime doesn't pay."

"And what about _our _payment for helping you rob the bank?" Asked a foot fungus

"Eh, here you go, good work guys." He said throwing them a small sugar crystal

They looked at the single crystal and growled seeing that Fergie was keeping the other three bags of sugar for himself. As he admired his ill-gotten spoils the other germs talked to themselves.

"Thisss is the lasst time I'm going to let Fergie take all of our reward." Hissed a stomach infection

"Yeah, we do all work and get none of da pay." Grunted a wart

"He alwayss cutss us ssshort of our pay!" The stomach infection hissed

"Well, let's cut_ him _short!" Said the foot fungus taking out his dagger

"And take our pay!" The stomach infection agreed unsheathing her claws

"Will be better without Fergie!" The wart added taking out his plasma pistol

Fergie was too busy admiring the sugar to see the three ugly viruses holding their weapons above his back.

"Bye bye boss." Said the grinning foot fungus

Fergie turned around to see daggers and claws coming toward him. He let out a high pitched shriek and dodged the weapons. He ran back in front a pile of peanut butter sandwich left over from lunch. The three germs slowly came toward him, grinning evilly with their yellow teeth bared. Fergie knew he had to fight. He screamed and started to pull his special brand of Kung-Fo on them. He might have hurt them if he moved from his spot in front of the chewed food.

The three grunts laughed at the little virus screaming and flinging his arms and legs around and came closer to him with their weapons. Suddenly they stopped. The pile of food behind Fergie began to move. Something stood up from inside the muck. As the gunk fell off the figure it became more menacing. The figure seemed to tower above the frightened germs, he wore a sinister grin and his yellow eyes stared them down. He rose his left hand and his long claw began to glow a bright orange.

The germs screamed in terror as they scrambled away as fast as they could. Fergie looked up at the sound and saw they where gone. He was a better fighter than he thought we was. Then he realized something wasn't right. He slowly turned around. There was something dark right behind him. His fear grew as he looked up to see face of the red virus that stared at him. He let out a shrill cry. The tall red virus grabbed his muzzle and tightly held it shut as he lifted him so he could see him eye-to-eye. Fergie struggled and squirmed in a failed attempted to get away.

"Well, ain't you a cute little germ?" The larger virus commented

Fergie's fear quickly turned to anger.

"Little?!" He snapped after twisting his muzzle free

The small virus was released and he plopped to the ground.

"I don't think you know who I am, pal! I'm a virus, I will mess you up!" Fergie threatened

The taller virus laughed a little to himself and started to go on his way. Fergie, however, wasn't done with him. Fergie ran in front of him.

"You want to run that by me again!?" Fergie growled poking him in the stomach (he would have poked him in the chest, if he could reach)

Despite the threat the larger virus kept walking. Now enraged at being ignored Fergie dashed after him only to be passed again. He went on perusing him as he walked to the back of the Mouth and into the opening to the Throat. Fergie wasn't about to let this blowhard on to his turf! He ran in front of him and made himself as big and intimidating as he could.

"Oh no you don't red, not today! You and me, right now! We're gonna have it out."

The bigger virus suddenly broke out in laughter. Fergie wasn't going to let himself be laughed at so he demonstrated his fighting "skill" on the air. The larger virus only laughed harder and held on to the side of the tonsil to keep his balance. Fergie screamed;

"Don't laugh at me! Frank is my city!"

Suddenly the laughter stopped and the tall virus looked up toward Fergie.

"What?" Asked the red virus

"Frank belongs to me! This is my city and you don't got what it takes to-"

The larger virus passed by him. The very offended Fergie followed him. The tall virus ran his glowing orange claw along the side of the Throat, setting it into a powerful orange blaze behind him. Fergie quickened his pursuit to avoid being trapped in the fire. The red virus had succeeded in fifteen seconds a feat that Fergie has been attempting his whole pathetic life. He suddenly had a great respect for the bigger virus that took no notice of him. Fergie stopped and looked at the fully inflamed Throat. He turned around.

"Wait!" He yelled

A little irritated, the taller virus turned and faced the shorter virus that ran up to him.

"Hey, you know, I'm sorry for yelling at you earlier - I know you were scared and all." Fergie said putting his arm around him, "But I'm willing to forgive, buddy. I'm thinking about taking you under my wing."

He said through a grin, "I'll tell you what, I'll humor you. I'll let you show me what little sickness you've got in mind. What do you say?"

The taller virus rolled his eyes.

"Don't waste my time" He growled walking away

"Fine! You know what?! I hope you get caught." Fergie whined, "I hope you get caught by that cop and that pill that won't leave me alone! I hope they choke you with that stupid chain they always have with them too!"

The virus stopped cold.

"And who did you say has this chain exactly?" The big virus asked turning half his body toward Fergie

"Well - that one cop, about so tall, I believe his name is Mitosis or something" Fergie said

"Jones?" He said to himself

"Yeah, that's it. They've been carrying that thing around with them since before I got here a few months ago." Fergie said, "I don't know where they got it, I just know it's important or something. I ought to steel it!"

"I ought to." Said the larger virus as he started to walk away

"Yeah!" Said Fergie trailing after him, "Then we smash it!"

"No, idiot." Growled the taller virus grabbing Fergie by the neck, "We're going to take it, and we gonna to give this body what's been coming to it."

He released him and continued to stride.

"So, what exactly are you planning?" Fergie asked tagging along

Thrax laughed a bit to himself and replied "You'll see."

* * *

**The Brian: 3:00 AM**

It was late at night but a Body is a city that never sleeps. Night is a time of rest compared to the hustle and bustle of the day when the Body is totally active. The Brain went about dreaming, possessing memories and other such nightly activities but for the new mayor, who works harder than is recognized for, it was time to call it a day and get some much needed rest. Running a body is hard work, more so after the whole Phlemming fiasco but it can be trusted the body was in the good hands of Mayor Leah Estrogen.

The office was not empty when Leah checked out, it was taken over at night by the Mayor's "most trusted" advisor, Cerebral Wolfgang, who is a middle aged brain cell who has been recommended to be her advisor by numerous other brain cells for his skills. Cerebral is a tall thin cell, with a long thin face and a broad chest and shoulders, he has been described as "handsome" by other brain cells. He stands out among most cells as he's more purple-grey in color than blue, he's also more dull in color which reflects his personality. Cerebral has a dry sense of humor and rarely smiles. He normally only smiles when he's trying to convince a cell of a higher rank to take his advise or to hide is anger. He has a peculiar smile about him. He's disliked among most the community but highly respected among brain cells. He sits at the desk beside the Mayor's, the desk Leah used to make hers.

Leah was getting ready to go to her home by the base Brain Stem (prime real-estate, might I add) while Cerebral aided her hurriedly and spoke to her calmly in his airy aged voice.

"You should not put so much on yourself, Mayor" he advised her "It takes time to heal such wounds no matter how hard to work at it to restore health"

"Yes, yes, I know it will take time Mister Cerebral" Leah said taking a stack from her In Box

"Please Mayor, don't flatter me, just call me Advisor. You talk to me like I am higher than you" Cerebral interrupted, "After all you are Mayor now"

"I know Cerebral, I guess it takes some getting used to" She said taking her coat getting ready to leave, "Now have you got any news on how the new program for the Colon is-"

"Mayor, please, do not worry yourself. The Body is well on it's way to health - all is well" Cerebral assuredly hissed

Leah was, by now, slightly annoyed with her advisors behavior, she didn't know why. It seemed to her he only wanted the best for her and the Body and without him she wouldn't have gotten this far within just a few months. But there was still something about him that she didn't trust.

"Ok sir. Thank you. Remember, I'll be back at 8 O' clock in the morning tomorrow to work on our exercise plan" She said looking back at him as she exited the room

"No thanks necessary Mayor and feel free to sleep in, the young aspiring cell needs much rest" He said through a smile of white teeth that where long and thin like the rest of his body, "I only live to serve ma'am"

The membrane door closed down and Leah was gone. Cerebral's smile quickly turned into a snarl and he walked back to gazed out the window to the rest of the brain that stretched out in front of him. He sarcastically growled;

"I only live to serve ma'am" He then repeated in a more sinister tone, "I only live to serve"

* * *

**North Chest Cavity: 3:30 AM**

The Red Death had never found it necessary to have a partner as he was fully capable of taking down a body solo (or so he'd like to believe), though he normally would look for any germ willing to assist him. Assassinists, not partners. Though he didn't admit to having a partner more or less than having an annoying adolescent germ that followed him like a shadow.

He knew that being in a body that's experienced him and lived brought about its own challenges; challenges he's never dealt with before mind you and he knew he could use a different virus that's been in the body while he was gone. A virus he could use to keep Immunity at bay.

But he wasn't worried. He was as cool and collected as ever, however there was a lurking concern in the back of his head. He had been planning to take down Frank once and for all since he recovered from his fall and he had it all planned out.

Thrax didn't have his plan in action yet. As of now he was simply walking about in the chest cavity, scopeing out what he was up against. The Body was definitely in better shape than when he invaded before. There was an immense lack of pathogens - of course that's mostly his own fault.

The experienced virus strode though the crowded area without being noticed, however he did have to occasionally silence the less experienced virus from blowing his cover. He eventually came to a stop in a dark forgotten ally.

"About friggin time, marathon man!" Fergie complained plopping to the ground to rest his aching paws

Thrax rolled his eyes and walked out toward the vacant street.

"Immunity is certainly doing it's job well" He though a melancholy smile

"Yeah, it sure looks like it doesn't it!" Fergie said hopping up onto his feet, "Nope, there's still plenty of germs around doing their business!" He said stumbling into Thrax's side

He didn't mean to, he just didn't see him

Thrax hardly took notice of Fergie other than giving him a sour glare at which Fergie shrank away. He scanned the area with his sharp yellow eyes. The smaller virus quickly regained his courage.

"What are you doing wasting your time here for?" Fergie complained, "If you're looking for the gang they don't hang anywhere even close to here"

"I thought I took care of them" Thrax said at the word "gang"

"What?" Fergie asked, "No, no. The old gang was taken over by a different virus that runs the whole deal now! They hold their meetings at this new set up, a wart down on the toe - called "Puss Hotel". Real fancy place, I hear they make a good martini, course I've never been allowed in. Yeah, it never was that popular of a joint until the new leader showed up. That new guy, I'll tell you. I think his name it Chill or something . . . "

"I knew someone must a ratted on me." Thrax hissed quietly as Fergie continued to ramble on about martinis, "I didn't see him at the Zit, that must mean that he told Jones where I was and hid. Well, there's only one way to deal with a rat."

Thrax turned toward Fergie who was still talking.

"Fergie." He smiled, "We're going down to the toe."

"Oh no. They won't let **me** into the Puss Hotel, they definitely won't let _you_ in!"

"Then I'll let myself in." He said as he walked back out into the streets

"Oh I get ya." Fergie said padding after him, "We go down there, yes? Let ourselves in and then it'll be time to make a few changes in the pecking order!"

Thrax chuckled lowly and answered with a menacing, "Yes."

* * *

**The Brain Stem 4:35 AM**

Leah was heading home to her beautiful house close to the base of the Brain Stem. It was no mansion but it was a very charming house - only a few blocks away from her old house. She's always lived in the Head. This little home also housed Leah's crush, Osmosis. The house was definitely better than his old apartment by the Precinct. Also in the house resided Ozzy's new partner in law enforcement, Drixonol the Cold Pill. It was only temporary, which was too bad as the neighborhood kids didn't seem to respect Ozzy's authority without Drix backing him up - you can kill a deadly fire virus but can't get unruly children to stop egging your house, go figure.

Drix took a guestroom for himself and decorated it himself with corny knickknacks he bought in the local stores in Frank. Osmosis and Leah share a room and a bed, however when one if awake usually the other is asleep - much to the disappointment to Osmosis.

Usually Leah walks home, she enjoys the exercise as well as the sights and sounds of the City she loves, but tonight there's a nasty electrical storm brewing in the Brain and she didn't want to get caught up in it so instead she drove home. As she drove condensation started to fall, the sparks flashing in the Brain where followed by loud _booms_. The body's equivalent to a raging thunderstorm, it sometimes happens when Frank is in REM sleep.

This wasn't a problem for Ozzy who, unlike Drix who was kept up by the storm, was a heavy sleeper and had been asleep for quite a while. He was in a deep sleep and an awkward position by the time Leah got home.

Ozzy opened his eyes, the room was still in a dark blue shade and was only slightly tinged with the bright pink of daybreak in the Body. He knew Leah was home, he had missed her, She was away from home for three days straight because of her work. He saw her shadow over the purple light that shown in from the hallway so he jumped out of bed to greet her. He ran outside where she stood waiting for him.

They embraced. The sky was a bright orange and everything was colored golden. The two caressed each other for some time, though it would never be long enough for Ozzy. He looked into her eyes, they where colored gold by the sky, he lost in them for some time.

Suddenly there was the sound of a _snap! _The gold quickly faded into a dull dark green. He turned his head around. _Snap!_ Suddenly the ground below them fell down and faded away into a far away blur of grey. _Snap! _They where standing on a long thin structure high in the air. It shook with each snap. The object they stood on was not any part of a body that Ozzy knew about, it was so artificial it was frightening._ Snap!_ The structure shook. Leah fearfully backs away. _Snap! _The artificial structure shattered and Leah had fallen into a clear liquid. There was the stench of burning flesh. _Snap!_

"Leah!" Jones screamed and reached out his had for hers

Leah sank into the liquid and began to deteriorate away, discolored by the liquid, rotten smelling bubbles rose from the liquid. She screamed. Not for help. Not in pain. She reached her hand out. He grabbed her hand. _Snap!_ Leah's head went under and black smoke started rise from that spot. Her grip loosened and her hand fell into the liquid and liquified into a black tar.

"No" He said with his hand still reaching out, "Come back, Leah, come on"

He felt tears start to come. He reached out hoping she would come back but she didn't. Suddenly a hand shot out of the solution, dripping with the black tar and it's own flesh. It was pale green and almost totally skeletal.

A body rose up out of the water, hunched over at first. It was completely emaciated covered in melting skin and tattered clothing and was covered in the black tar that slowly oozed of it. It looked at him with yellow eyes, the whites where tainted black. The figure rose up, revealing it to be taller than Osmosis. The liquid under them turned to sparks. The figure began to grow bigger and looked less starved and the color started to come back to it's body. Flames now licked the body's tattered clothing. It began to reform until it's identity was as clear as the sinister grin on his face.

"Thrax?" Osmosis stuttered, "No way, I killed you"

The blaze around him did nothing to lighten his body, he was almost completely in darkness only his glowing yellow eyes and a frightening sneer could clearly been seen. Black blood came from his mouth and eyes.

"Oh Jones," He laughed walking slowly toward him, "Haven't you heard?"

Suddenly the flame leapt up toward the cell's face, he winced. He felt at hot hand around his neck. The flames burned away and Thrax stood holding him by the neck. He lifted him off the ground and tightened his grip. Osmosis could hear his slow breathing, almost sounded like laughing. A thin black smoke came out of his clenched jaws as he breathed out. The virus wore a terrible smile that curled up to his pricing yellow eyes that seemed to stare unblinking deep into his soul. Osmosis could feel his hot breath on his face. He crushed his neck so hard that it hurt to look but he couldn't turn away. The two mortal enemies where locked at the eyes.

"What doesn't kill you" He hissed as he rose his left hand and his foreclaw started to heat up, "Only makes you stronger!"

He brought his arm down in a flash of orange. There was a loud crash!

Osmosis quickly leaned up, breathing heavily. He heard is distant rumble of thunder from outside. He quickly looked around the room.

_It was a just a dream_, he thought, _but how was it so real?_

"Ozzy?" Murmured Leah leaning toward him from the other side of the bed, "You okay?"

"Yeah girl, it was just a bad dream" He responded blankly

"It was the one about Thrax again, wasn't it?" She asked

"Yeah."

"Don't worry about it, baby. He's gone, you said you saw him, he's dead now." Leah said, "Don't worry about him anymore."

"I guess you're right." He said glancing at the chain on his counter

He took it and fingered it silently in his hand.

"You should sleep now, only a few more hours till you have to go to work." Leah said not knowing he had picked up the chain

"All right." He said lying down

He looked at the chain for a short while then put it in his pocket and feel back to sleep.

* * *

**The Pelvis 5:15 AM**

The duo of viruses were still on their way to the toe. The younger of the two still insisted on complaining. After a few hours of it Thrax had learned to tolerate it. He could have made it to the Toe within an hour but he wasn't in much of a rush. He still hasn't broken his record of 48 hours and it's so far only been five hours and he knew exactly what he was going to do.

The two walked in the center of the neighborhood in a vacant ally way when Fergie stubbornly halted their journey and came to stop.

"Now what, kid?" Asked Thrax turning toward Fergie trying not to get angry, "I don't have all night."

"Come oooon, let's have a rest!" Fergie groaned

The virus snorted and rolled his eyes. This kid was going to hold up his whole plan. He didn't want to make a scene, cells were all about him and if they became aware of him it would greatly hinder him. He folded his arms.

"All right" He said, "But we ain't stopping again, got that?"

Fergie hopped up with a big snaggle-toothed grin. Suddenly he was hit in the face with a big black object. Thrax has removed his coat and thrown it at Fergie to silence him of any further complaints. He walked to the end of the ally. The faint luminescent yellow of dawn outlined the virus's sleek body. His structure suggested he was built for both speed and power equally. Fergie shyly looked at him as he removed his trenchcoat from his head and held it with care in his paws.

The clueless strep throat, who was unaware Thrax obviously didn't want to be bothered, approached him.

"Can we go tomorrow? I'm hungry." Fergie whined

"No." Escaped the virus's mouth in a threatening snarl

The bigger virus turned and started to walk to back into the darkness of the ally. Fergie followed him like a begging dog. Thrax turned toward the large window on the side of the building, the membrane had a reflective quality.

"But come on! We walked all day, you must be hungry" Fergie prodded

As he looked at his reflection in the window, Thrax noticed that his frame has shrunken a bit. His last meal was a couple weeks ago as he could go long periods with little nourishment. Of course a deadly virus wasn't just going to walk into the closest restaurant inside the Body he was planning to take down and have a leisurely brunch with a bunch of cells. He was mostly limited to hunting, stealing and scavenging, and in certain extremes, cannibalism, all this is the most classy and dignifying way possible.

"I guess I have gotten a bit thin." He admitted

"Yeah, you look horrible!" Fergie said turning toward the street, "Look, there's a nice Puss Cookie stand over there! Lets - "

Suddenly there was a crash as Thrax quickly thrust his claw in-between two garbage cans. He hand went as quickly as a striking cobra, his spread claws slammed shut and a small yelp came from the little creature he snatched. He leaned up holding the little amoeba only slightly bigger than his hand. He held the helpless creature in two claws and rose it above his head. It screeched and struggled as it looked down into the gaping maw of fighting teeth below.

"Woah, wait, what are you doing?!" Fergie asked

The virus paid no heed to Fergie. He simply dropped it into his open jaws. It was a gruesome sight to see as the virus chewed his meal, the crunching and snapping of bones could plainly be heard, as could the muffled yelps from his prey. Dull red blood ran down his mouth and a leg and the tail of the creature where still exposed and twitched slightly.

It was then that Fergie started to seriously question his alliance with this virus but soon this thought was discarded as Fergie still had complaints.

"But, um, _I'm_ still hungry."

Thrax looked at him. He lifted his hand and broke off the exposed leg and handed it to Fergie who just cringed and dropped it. The virus finally swallowed the rest, the tail was the last to escape sight as it slowly slid down his neck. He wiped his mouth clean of blood with his right hand. Fergie just watched in surprise and slight fear. Thrax daintily licked his claws clean. He gaze shifted to Fergie.

"Now." He broke the silence as he felicitously put his hand over his stomach, "Have anything else you want?"

"No, not anymore."

The virus slipped his coat back on, "Good, let's continue"


	3. The Wart

**The Lymphnodes, Third Precinct 8:12 AM**

Back at the Precinct Osmosis was widely respected by the other white blood cells and revered as a hero, a feeling he's never had before and even after a few months he's got a big head about it. Drix, too, has his own little fan club - after all he did_ help_ save the body too. However the pill is humble about his status and often gets annoyed when his friend boasts about himself or gets offended by being treated any less that what he thinks he is.

"Hey Drix, you're looking a little oudda it today. You feeling okay?" Ozzy's asked as he drove to the Precinct.

"Oh it's nothing Ozzy, that storm last night just kept me up late" He said holding his head

The two cops have just arrived at the station when Ozzy felt it necessary to spill his emotions on his co-workers.

"You know, Drix, about that storm last night . . . " He directed his words toward Drix but it was everyone whom he intended it to be heard, "Those only come when something bad is gunna happen soon."

"Don't worry, Osmosis, that's just an old legend." Said a female co-worker

"I don't know about that, man, I've been having some funny feelin's about that storm too" Said an older cop

"Oh please, all of you are just idiots" Snarled Guanine

Guanine was new. New to this Body in fact. Guanine was a white blood cell injected into the Body via a blood transfusion Frank had to have while he at the hospital waging war ageist the Red Death. Guanine was previously in the body of a teenager that had his blood taken at a school blood drive. She was not happy about leaving her Body one bit. Guanine is bitter to everyone, especially Osmosis who she finds annoying as he is treated like some kind of a big shot hero when Guanine knows no reason why he should be glorified. Guanine is an angry teenaged cell who believes she knows everything. She was accepted into the force due to her own stubbornness. Guanine would sometimes disagree with Osmosis simply to be appositional.

"Everyone knows that storms don't mean anything accept the Brain is working extra hard." Guanine grumbled

"Oh really?" Ozzy said turning toward the sour cell, "Don't you guys remember last time there was a storm like this?"

Cells around him began to whisper, Guanine lifted an eyebrow.

"Last time there was a big storm we all know who came into the hapa-thu-mis."

"Hypothalamus." Guanine corrected with a arrogant smile

"And caused this whole body to go up in flame?" Ozzy continued ignoring the comment

There was a rising whisper of surprise and agreement. Guanine folded her arms.

"I don't know what all of you see in this Red Death character." Guanine growled standing up, "If you lived though it and your Body is in such good shape then obviously your little virus wasn't as bad as you think"

"How do you know, you weren't here!" Ozzy snapped back, "I know, I fought him! If you ever came face to face with him you would see how serious he really was!"

"Oh no, the big bad virus is going to get me in my sleep!" She said mockingly prancing about the room, "He's going to come and set me on fire - with his finger!" Guanine said lifting her index finger

"He's coming with his sunglasses and trenchcoat, to come and take me to doom. He's coming with his bracelet, to take my DNA away. He's gonna set us all up in flame with his claw!" She sang as she gestured her words to the other cells.

To someone who hasn't seen him in the flesh, the whole idea of this virus sounded ridiculous

"I hope Thrax comes back and does all that to you too!" Ozzy yelled

"Officers! Let's not make a scene!" Yelled the Chief as he stepped in between them, "Both of you cut it out! Ozzy you should know better!"

Guanine pointed and laughed at the frustrated cell.

"And Guanine, I'm getting sick of your lip!" Chief said angrily confronting her

"MY lip! Cytoplasm-for-brains over there was back sassing me when I just simply trying to point out something for my fellow cells" Guanine defended

"That does it, come here!" Ozzy snarled as he started to run toward the teenager

"Osmosis, stop" Drix said as he held the cell back, "You're acting no better than her"

"I'm acting no better? She's certainly not the one that saved the whole Body from a psychopath homicidal virus!" Ozzy growled pointing toward Guanine, "A virus that would kick your butt if he was alive!"

"Oo. I'm _so_ scared." Guanine with wide smile

"The two of you stop your bickering!" The Chief yelled above the two, "Now Jones, we have a case for you up in the Mouth. It looks like Fergie's been hiding all the sugar from his robbery up in a cavity. I want you to go up there and take care of the little guy and bring him back to lock down for us"

"Sure thing, Chief" Osmosis said with still a bit of aggravation in his voice

"You can trust us, sir" Drix added as they began to leave

"Haha. You two gotta go up to the Mouth while we **real** cells are-"

"Patrolling the Feet" The Chief finished turning toward Guanine

"What!? Again! But Chief, I've been doing that since I got here!" Guanine complained

"Some one has to keep them safe" The Chief said, "Now go on"

Guanine stormed off as the rest of the cells laughed at her.

"What a waste of my talent!" Guanine growled as she left

* * *

**The Left Big Toe 8:30 AM**

"Ow, ow, ow, ow. Yeah, that's it, down there, that big place" said Fergie as he walked beside the big virus, "Ow, ow, ow, ow, ow."

He yelped in pain every time he put a paw down.

"Did we really have to walk?"

"So this is where all of Frank's germs are" Thrax said as he slowly turned his head to look around, "It sure smells like it"

"Smell? How do you know, you don't have a nose." Fergie groaned as he sat down

"It's right here, kid" He said tapping his snout not even moving his eyes to look at him

"Whatever you say buddy" Fergie said as he slumped to the ground

Thrax continued to swagger toward the big building at the end of the strip with a big sign that read "The Puss Hotel. Members only".

"Hey! HEY!" Fergie yelled as he hopped up, "I thought we where going to rest!"

The red virus continued to stride tirelessly toward the club.

"Man, you sure are a peace of work" Fergie said as he stumbled after him, "Wait up! Don't go too far, I can't see you!!"

Fergie dashed ahead trying to catch up with the virus that escaped his very limited line of vision. He slammed into something big.

"There you are!" He said as he stepped away from the virus

Thrax laughed quietly. Before Fergie was annoying, now he seemed to amuse him. If this was the best Frank has to offer him, taking over is going to be too easy. He was about to find out.

"You're not tired?" Fergie said, "Come on, your feet _must_ hurt! We can rest up until tomorrow then-"

Suddenly Thrax angrily clamped his muzzle shut. It sounded a little bit too much like "Maybe we should incubate for a while" to him. He let his partner free and walked up to the door that was guarded by three very big bouncers.

The bouncers resembled big dull green bulldogs, each had their name tattooed on their chests - Thud, Thump and Crunch. They where very big germs, not big like Thrax who was tall and toned, they were big musclebound brutes who also happened to be taller than Thrax as well. They were so large in fact that when the Red Death walked up to them, he appeared to look much less powerful that he actually was.

Thrax wasn't intimidated by them, nonetheless he admired how big they were. He was suddenly grabbed from behind and stopped.

"Don't mess with these guys, dude, I'm warning you. They will _eat _you!" Fergie said clinging to the sleeve of his coat hiding behind him

"Well, I hope they like it hot" He responded putting his sunglasses on and leaving Fergie behind

He walked to the door and Thump got in front of him and pushed him back by his chest. The red virus peered at him above the brim of his sunglasses.

"Ok, wise guy, keep moving" Thump grunted pointing him away

"No, baby, you move aside" Thrax spoke smoothly through a slight grin, "I want in"

"Sorry shorty, members only" Crunch growled

"So scram, and tell your little friend to beat it too!" Thud added

"I'll only be a few minutes" He said as he started to walk between two of them

"Hey!" Crunch barked knocking Thrax in the chest.

He was slightly winded by the blow, they were very strong, nothing he hasn't dealt with before. He was harshly grabbed and lifted up from behind. His look of surprise was soon replaced with a look of irritation. Thump held him in his powerful (uncomfortable) grip, the virus made no effort to struggle, which the bouncer wasn't used to.

"All right, buddy, get ready to get your face beat in!" Thud growled raising his fist

"You sure you wanna do that?" The virus asked

Thud thrust his fist foreword. Suddenly the virus slipped out of Thumps grip and Thump receive his blow to the face. While Thump screamed in pain Thrax jumped up before the stunned Thud and knocked his feet out form under him. He fell over with a thud. Crunch came from the front to grab him. The virus thrust his left arm out in front of him. Crunch slammed into him. The claws dug into the bouncers flesh like razors and he came to stop. The bouncer stared at the now very frightening virus that grinned at him. Suddenly there was a great burning in the germs chest and it was over.

Their comrade fell over dead, and the red virus stood before them staring at them. The two remaining brutes backed off.

"It's ok man. Go on inside. Free of charge. Go enjoy yourself buddy" Said Thump

Thrax dusted himself off and headed into the club while Fergie trotted behind him. Fergie was pushed back by one of the big germs.

"Oh, I'm with him" Fergie said

"Sorry kid"

"No really, me and him have been friends forever. I taught him everything I know, he sometimes gets out of control like that but he's a nice guy. But if you don't let me in I might have to make him go psycho on you guys again, right buddy?" Fergie reached for the viruses hand but it wasn't there

He looked over to see Thrax was gone. He looked into the club and could make out his figure. He looked back up at the bouncers.

"Ha,ha. What a card, he seems to have forgotten me!" Fergie yelled so Thrax could hear him, "I'm sure he'll come back and get me, right? Right?!"

The virus looked back at Fergie with an amused smile. He shook his head and slowly mouthed "No". He turned his back to him and disappeared out of sight.

* * *

**The Mouth 8:45 AM**

Ozzy was starting to get a little irritated about how he seems to be the only one assigned to that annoying little kid, Fergie. Drix too was starting to get sick of him. Osmosis and Drix have caught him almost a dozen times by now and this time they both had a mind to keep him in the slammer but catching him always proved to be difficult.

The car was parked at the northern end of the Windpipe and the two walked the rest of the way up to the Mouth. They couldn't go through the Throat because it had been caught on fire the night before and it hasn't been put out yet. They entered the Mouth along the gum-line and the open cavity where Fergie hid out could be seen. They approached the cavity with slight caution.

"Okay virus, come out! You're in big trouble now!" Drix said as he pointed his cannon toward the entrance

"Yeah, setting the throat on fire, again? You could at least try something new" Osmosis added, "Now come out with that sugar you stole!"

"He's back!" Said a low voice from inside the cavity that did not belong to Fergie

"P-please! Don't hurt us!" Screeched a scratchy voice

"Yesss, we promise we will not get in your way" Hissed a snake-like voice

"Woah, wait. What are you talking about?" Ozzy asked lowering his gun

"Hey, I don't think that's him" Said a foot fungus slowly crawling into the light

He was followed by a wart and a stomach infection that slowly scuttled into the light. These germs where adolescent, probably Fergie's cronies, he been reported to have had other germs with him.

"Who's 'him'?" Drix asked not letting down his guard

"We- we do not know" The stomach infection said

"He is scary" The wart added, "So we run"

"Ok, slow down. Just tell me what happened" Ozzy said calmly crouching slightly to get to their eye level

"We where here with Fergie last night when something big came out of that pile of food over there" Said the foot fungus

"We did not know what he wasss ssso we ran away" Said the stomach infection

"He tall" The wart grunted, "also was red"

"He wore black" Hissed the stomach infection, "Long, black coat, couldn't make out most of hisss body"

"And was ugly" The wart broke in

"He had claws like this" Said the foot fungus taking the stomach infection's claws and showing them to the cops as her claws where similar, "Only one lit up"

"And he was ugly" Added the wart

There was a sort moment of silence.

"It couldn't be" Ozzy mused "But what if it is?"

"No, he's dead. It's probably a different virus" Drix reassured him

"Do you guys know where he went?"

"He headed down the Throat, we think, but we do not know where after" Said the stomach infection

"He probably went to the "Puss Hotel" down on the left Big Toe, that's where all germs go" Said the foot fungus, "Your chances are good he'll be there"

"Please get rid of" The wart added, "Don't like, he scary"

"And ugly" Hissed the stomach infection

"All right, comon Drix, we're going to the Toe!" Osmosis said as he turned away

"Wait! We need to stay here!" Yelled Drix fallowing him, "Those are viruses, they need to be arrested"

"We need to go to the Toe now and see what's going down!" Ozzy yelled back running down into the end of the Mouth

Drix looked back to see that the three viruses were long gone. He shook his head and reluctantly followed the cell.

* * *

**The Left Big Toe 8:50 AM**

In the club harsh industrial music blared though the oversized speakers that were jammed into every possible place. Where there wasn't stereos there was flashing strobe lights, neon lights, black lights, lights that flashed though the entire color spectrum and some lights even moved around. The club itself was rather dark despite there being no lack of lights. Groups of tough looking germs loitered in clusters around the large open area, hardly any of them danced. The majority of the germs where youthful but not necessarily experienced, or they where elderly germs that have lived past their prime. Most of Frank's most notorious pathogens where killed as a result of or by the virus that now strides through the club. It wasn't hard to notice that the "Puss Hotel" was strikingly similar to _The Zit_ and was about the same size. Only that not any old germ was allowed in, it was exclusively for those in the new gang.

_Funny. Looks like any old germ is here anyway, looks like Chill was looking for any help he could get,_ Thrax thought as he walked shifting his eyes to the surrounding germs that gave him bitter grimaces. He returned their looks with a mocking smile at which one of them mouthed something profane to him. How amusingly pathetic.

However some of the germs there had lived through Thrax's last visit and once they caught sight of him they quietly left the Wart - they knew he wasn't there to dance. The tall virus had been in many of these kinds of clubs and he had a good idea of where the new leader would be. At the core of the Wart. Gang leaders tend to be in the most disgusting, dirty places in the Body where cells (and Immunity) wouldn't tread. Thrax, was a virus and didn't mind being in these places, though he himself preferred to be clean. He coolly walked toward the end of the club, toward a single door that lead into the center of the Wart.

Outside the Wart our sour little friend Guanine was stuck patrolling the Feet around the area of the wart when she noticed Osmosis's car drive by and park in a back ally near the club. She crouched down behind a parked car and watched.

"What does he think he's doing here?" She grumbled to herself, "I thought mister_ awesome _was supposed to be up in the Throat. I bet he's up to something"

Ozzy and is partner peered out from behind the side of a building at the Wart with two large bouncers guarding the door.

"I knew this was here before, but I don't remembering it being that big." Ozzy said quietly

"That's because now it's festered of all kinds of germs" Drix said with slight disgust, "I and don't think they'll be letting us in, either."

"I'll say." Whimpered a neurotic voice

From inside a toppled crushed thrash can out poked a beaten Fergie. He had bruises all about him, and his bandana has fallen off revealing a messy tuft of bangs on his head.

"You! We've been looking for you!" Said the pill making a defensive stance, "Come on Ozzy let's take her back to her jail cell where she belongs."

"Uh, I'm a_ guy_ virus" Fergie interrupted

"No wait, I think he wants to help us." Ozzy said holding him back

"Ozzy, remember who you're talking about. The last thing she wants to do is help us." Drix said slightly aggravated

"No, the last thing he wants is getting in trouble." The cell said turning toward Fergie, "Listen Fergie, unless you want to be put back into lock down you'll help us out"

Fergie's eyes shifted nervously.

"Name it", He finally croaked

"We're looking for a dangerous virus we think is around. Do you know where he is?" Osmosis asked, "I heard from your little friends that you saw him up in the Mouth."

"Tall, red, bad teeth?" Fergie stated

"Yeah, that's it!"

Fergie suddenly remembered watching Thrax killing one of the bouncers in front of the club. He cringed.

"Haven't seen him in my life." Fergie said quickly

"I was sure he'd be here!" The cell said in disappointment

Of course while Osmosis was oblivious, Drix knew Fergie was lying. He knew never to trust a germ, especially Fergie where half of what comes out of his mouth is a lie. The small virus was inching his way away to try and warn his deadly partner when Drix went to grab him. The sudden movement startled the virus and he let out a loud shrill yelp as he tried to escape.

The loud noise surprised Guanine who was watching them. She couldn't make out much that was happening in the dark ally. She knew she was on to something good so she listened closer.

Drix had the small virus pinned to the ground with his arm-cannon. Fergie shook and cowered.

"Drix! What are you doing?" Ozzy asked a little startled

The pill gave him a reassuring smile and he realized he was just bluffing.

"Ok! Ok! I'll squeal!" Fergie shrieked, "Just get that away from me, I hate big objects pointed at me!" He begged

The virus was released and he backed off.

"The guy you're looking for killed one of the bouncers and headed into the club" Fergie said, "He said something about 'dealing with a rat'. I take it he knows you guys and something about a chain."

"I told you! Thrax is alive!" Ozzy interrupted

"I suppose he could have somehow survived, but I just don't think that's likely" Drix said

"We have to get in there"

"Not through the front!" Fergie blurted, "Come on, I think I know a way through the back."

The germ lead the them to the back. Fergie still had a mind to warn the virus but he also didn't want to get in trouble with the cops, he knew he had to evade their gaze so he could get a hold of Thrax.

Guanine had witnessed all of this and knew she had all the evidence she needed to get those two into big trouble for disobeying direct orders from the Chief. But when she heard of a virus she wanted to go into that club and capture that virus and get the fame. Guanine would get two things she wants. She quietly entered the club to get to the core of the wart and confront this little virus.

The room at the core was much quieter than the outer area, the base of the music could still be heard through the thick padded walls. The center of the wart reeked of germs and perpetration, the walls where made puffy paddy tissue. The inner area resembled a lounge and a restaurant. There were few germs seated that their tables, they where the top dogs of this gang and allowed into this exclusive area. They paid no attention to the deadly virus that casually walked through the lounge - they didn't notice or they didn't care.

Off in a corner away from all this in a reserved area sat the head honcho of the germ gang, Chill the flu shot, again is more harm than help. He saw Thrax's death as a chance to take over the germs himself and live in luxury. Chill didn't mean to cause the body any harm, it was all too much effort for not enough pay off. He was the only actual pureblood virus left free in body, all the rest of the germs where bacteria who where lower in the germ higherarchy. Now a new virus was in the body and fully willing to challenge his dominance.

Thrax saw the table where Chill sat. The table was surrounded by a large wrap-around chair where other high ranking germs sat. He began to stride toward it. Chill sat at the center with a couple female germs keeping him "company". He spoke casually to his friends. A big shadow covered him up completely.

"Well, well, well. Who's this we have here? If it ain't Chill the rat, new leader of Frank's scum" Spoke a low smooth voice

"Who's the half-wit who said that?" Chill snarled angrily turning his head toward the voice

Chill jumped back, "Thrax?!" He cracked a nervous smile, "Buddy?"

Thrax pushed aside a few of the germs that sat the table and made himself comfortable, he didn't take his eyes off the surprised flu virus.

"What are you doing here?" Chill asked half casually, half frightened

"Oh I was just passing through town and thought I'd give my old friend a little visit" He responded nervelessly making circles on the brim of the martini glass in front of him with his left foreclaw. His yellow eyes didn't move from him.

"Ay boss, you know this guy?" Growled a germ directly to Chill's right

"Yeah, yeah" He said, "I used to know him. Thrax, buddy, glad to see you're in _good heath_!"

"Never better." He said holding the glass with two long claws, his movements didn't suggest any suspicion however in his eyes was the threshold of his anger, "So Chill, I see life has been treating you well."

"Yeah it has." Chill said as his eyes shifted about the room, he arose from his seat, "Well, would you look at the time, I have to be somewhere. Nice seeing you Thrax, but I really got to go!"

With hypocrisy he did not leave as the bigger virus still stared him down. Suddenly his gaze was averted by a sound coming from the nearby wall. A small green germ stumbled out of the wall and onto the table. The critter stared at the deadly virus with one stalk-eye and one on the tip of his tiny tail. He was obviously very frightened of Thrax.

"Who's this?" Thrax asked

The virus smiled and snatched the tiny germ with his left hand before he could scramble away. He laughed quietly.

"I'm just going to let you guys get acquainted and be on my way" Chill said turning quickly toward the exit. He bumped into a large black object.

"What's the hurry?!" Thrax asked walking forward into the flu shot, making Chill back up, "Don't you miss me?"

By now Chill's friends abandoned him, they could tell this guy meant trouble. Chill was backed up into a wall by a stronger, more deadly virus. Thrax played with the small germ in his hand like a cat with a mouse. He won't kill it, then he'll have nothing to play with.

"All right fellas, just lie low and hopefully they won't notice you guys" Fergie said as him and the two cops walked through the large dancing room in the wart. Unknown to them a third Immunity snuck in behind them, the rebel, Guanine, took her own route to the core of the club.

"Are you sure your disguise will work?" Asked Ozzy

"Oh yeah, you don't completely stand out at all" Fergie said with heavy sarcasm in his neurotic voice

Osmosis traded in his jacket for Fergie's brown leather one and Drix had put on Fergie's red bandana that he so generously lent him. Fergie's cloths had his scent on them, which was unique to say the least. This change in wardrobe was to help the very out of place Immunities blend in. If anything it raised suspicion, but these germs weren't astoundingly smart so they didn't pay much heed to them.

"Jones, do you think this is a good idea" Asked the skeptical Drix

"Of course it is! You remember Thrax? Crazy killer virus!? We have to stop him before he causes any trouble!" Osmosis said loudly causing a few germs to raise their heads

"Even if he did live, it's unlikely he would have recovered completely and even more unlikely he'd find his way back to Frank. If-"

"Shhhh!!" Fergie hissed bitterly, "If you idiots get caught I'm not helping you out."

Ozzy shifted his eyes about the room looking for the killer virus's face, but he was at a loss, none of these germs didn't even looked close to the virus he'd fought. Fergie was making his stealthy retreat to the core room when he was spotted by Ozzy's searching eyes.

"Yo Fergie! Do you have any idea of where he'd be?" He asked causing Fergie to stop dead

Fergie twisted around and faced them.

"Yeah, yeah, he's probably . . . " Fergie hopped up onto a table besides the Immunities, "He's probably over here!" Fergie said leading them in the opposite direction

While Ozzy, his partner and the strep throat headed the other way Guanine slipped into the core room with her gun drawn. She was prepared to bust this whole gang, her rival cops and this little virus she heard so much about.

In the core poor Chill was still being held captive by his former "boss". The two still sat at the table in the middle of the room, no other germs went to assist their leader as they just assumed Thrax was his friend. While Chill sat stiff at the edge of his seat Thrax sat reclined in a very relaxed manner, toying with the small creature with his left hand and holding his drink with the right. Chill didn't dare run away, he had seen Thrax's moves before and knew he was very fast and would make quick work of him if he tried to escape. Chill wanted to live as long as he could and hoped if he just stayed put and played along with the virus that by some miracle he would be saved. He knew he was staring death in its bright yellow unblinking eyes.

Thrax on the other hand was savoring this meeting as he enjoyed messing with his victims mind before making a kill. The little multi-eyed germ tried to escape his claws but it was all in vain. In any other situation the little creature would have been lunch but as of now he was spared. The virus had not had anything for his hand to play with since he had his chain and being reminded of it angered him inside. This was apparent because occasionally he would roughly squeeze the small helpless germ. Now and then he would take a brief slip of his drink.

Chill had caught on by now that when the glass was empty his time was up.

"So Chill, how's Frank been doing since I was gone?" Thrax asked casually

"Fine, fine. We got a new mayor and she's been trying to make the city more healthy and stuff" The flu's voice shook a little as he spoke

"Interesting" Said the virus taking his glass to his mouth

"Um, wait!"

Thrax paused and looked at Chill.

"You don't have to drink that whole thing"

"Oh, I think I do" He said continuing to take his sip, "Now, you said it was a girl, this mayor?"

"Yeah, I think her name is like, um, Leah or something" Chill said

"That does sound familiar" He said continuing to play with the tiny germ in his claws, "Almost like- I know her from somewhere"

"Yeah, isn't she the one you took hostage when you where here before?"

"That's it" He said with a small grin

"She took the job after the old mayor was kicked out" Chill said

"Yes, go on" Thrax said taking another short sip, swallowing a little more of the flu's courage with it

"All the cells say she's been doing an great job at making the city healthy"

"Really?" He said taking a slightly longer sip

Chill knew this wasn't interesting him, so he decided to change the subject.

"If it weren't for you she probably never woulda ended up with Jones"

"Is that so" He said as he took a long drink, his claws formed a cage around the little germ as he dug them into the table pulled them back making a loud screeching noise

Chill knew he had made a mistake mentioning Jones. Before he could speak again, the virus shattered the empty glass on the table and looked at him with a terrifying smile. Finally he cracked.

"Please Thrax, no, please! I didn't mean it! Please don't kill me, Thrax, please!" Chill begged pulling at the virus's long coat, "They made me do it, they threatened me! I didn't have any choice! The cell and his crazy pill friend, it was them! This isn't any fair!"

"Fair?!" Thrax snarled, then he leaned back in his seat and tapped his long left claw on the table, "Life ain't fair, baby." He scowled as he played with the small germ in his claws, "You can get so far and do so much, but one day someone will come and take that all away from you. It don't matter how strong you are, how fast you are, how hard you try. But . . . you, Chill . . . " He said as his foreclaw started to heat up and the heat began to slowly eat up the table, "You will never see the light of another day."

"Don't make a move, virus!" Said a youthful female voice from behind him

Thrax felt something cold at the back of his head, it didn't take him long to realize he was being held up by a young cop who had her gun pointed to his head. He was surprised but not scared. He was tough but being shot point-blank in the head would kill him instantly so he didn't move, yet.

"Ok, red, you're under arrest, you and this whole deal you have here. You're coming with me" Guanine threatened as she pushed her gun further into his head

Suddenly the virus turned around and forcefully hit the gun out of her hand. Once he had turned to her and stood up at full height Guanine was frightened. She was short even for her age and the virus that loomed over her with a grin of frightening teeth momentarily stunned her. Thrax slowly walked closer to the young cell, still holding the little creature in his hand.

Osmosis so far has not had any success in finding Thrax. Drix wasn't surprised, he didn't believe that the virus was even alive and he was quite annoyed with searching for something he was certain no longer existed. Their unwilling helper, Fergie, was still trying to sneak away and warn his partner so far he had no success other than rising their suspicion.

"See, there's no viruses here, we should take Fergie and bring her back to the precinct now" Drix said both tired and annoyed

"No, he has to be here" Ozzy said looking around, "There must be another room he's in"

He spotted a door leading into the center of the wart, he slowly walked toward it.

"Hey Fergie, you know where that door goes?" He asked

"What? No! There's nothing in there! Nothing at all!" Fergie said scampering behind him

The cell gave him a look and continued toward the door. Fergie pulled at his ears and made a dash for the door. He reared up on his tail and forcefully kicked the cell with his hind legs and ran through the door, slamming it behind him. After recovering from the blow (Fergie could kick hard as all his strength was in his lower body) Ozzy ran toward the door after it slammed. He tried to open it but it was locked from the inside.

"Fergie! Fergie, open this door!" Yelled the cop from the other side of the door

The strep throat turned and ran into the center room screaming for the virus by his name.

"Let me in!" Ozzy said as he banged on the door, Drix approached him from behind, "You have to get us in there"

"I told you, Thrax is dead" Drix stated

"It doesn't have to be Thrax, he's hiding something and we gotta get in there!"

"So, I take it your this big bad virus everyone's talked about" Guanine said after being backed into the corner of the section by the virus that toyed with a small germ in his claw "You're this Thrax character?"

"That's my name, baby" He said leaning down before her and putting his free hand on her arm so she couldn't make any sudden moves, "And would it be too much to ask who you are, little cell" He said as his hold changed to an almost coquettish grip

"Let go of me, you scum" She threatened in a agitated growl

"Me? Scum? You're a bit too fast to judge me" He purred a his pushed himself uncomfortably close

Guanine forcefully jerked her arm causing him to let her go and back up a little.

"You'd better not mess with me unless you want to get into big trouble with the Immunities!" She hissed

"Oh, I must practice my curtsy" He joked pushing his face closer to her, while some might be seduced by his charm, Guanine was very irritated by his behavior

"Don't make me mad, buddy" She said in a bitter tone

Suddenly there was the sound of yelling. Thrax's eyes shifted toward it then he soon became focused back on the she-cell.

"Thrax! Thrax! Come here! You gotta- Thrax!" Fergie screamed and he dashed through the room toward the virus and his two hostages

"What are you gonna do?" Thrax asked Guanine, "Call the Immunities on me?" His voice was no longer as lustful and had became more angry

Fergie by then had reached the virus and was calling him by name but both the virus and the she-cell ignored him.

"I don't need to, I'm an Immunity myself" Guanine said, "So why don't you just back off!"

"Thrax! Thrax!" Fergie repeated tugging at the collar of his coat

Thrax quickly held Fergie's mouth shut and turned his head toward him.

"Fergie" He said with a smile, "The adults are talking" He shoved Fergie to the ground with his hand

Thrax's eye quickly caught a glace of Chill trying to make an escape. He turned completely around toward the poor flu virus, letting go of Guanine and swinging his right arm with claws extended. Chill mostly evaded the hit other that getting nicked by the virus's claws in the face, which was still a significant wound as his claws were extremely sharp.

"And _you _stay put, I ain't done with you!"

He turned his head back toward Guanine.

"I'll tell you what cell, there ain't nothing that any Immunity can do to save this body this time"

Guanine spit right on the virus's cheek. He quickly pulled back and stared at her with a half surprised, half offended look. Guanine stared back at him with anger.

"_Frank ain't going down_" She said, "_You are!_"

Thrax's body become tense and his he bared an angry snarl of teeth. He lifted up his left hand and slammed it forward and let out an furious cry. The young cell became frightened when she saw his claw light up like the fiery rage in his eyes and she moved over and dodged his attack. His hand hit the wall with a loud boom. In spite of the force of the blow Thrax show no signs of pain, his terrible teeth where bared at her, his snout wrinkled and his eyes like flames. His mouth opened and he let out quick hot breaths onto her face, heat also came form behind as his claw burned through the wall material. He saw his claws had missed and were embedded in the wall. His eyes widened and his mind went back to the last moments before he fell into that horrific stinging liquid. Guanine saw the fear in his face.

"You okay?" She said at length

There was a loud crash as the wall to the side of them bursted open in an explosion of cold, blue smoke. Everyone turned toward it but only Thrax made a sound as he let out a petrified gasp as he snapped back into the present. When the smoke dissipated a cell and a cold pill revealed themselves and entered the room, with weapons drawn.

While Thrax was distracted Guanine slid underneath him and gave him a hard kick in his jaw. He backed away and opened his hand to cover his wound letting out the small creature he'd been holding. Happy to be free of the Red Death's grip the creature hopped away to Guanine and hid in her jacket pocket.

"All right germs, come out slowly! We don't want any one getting hurt!" Omsosis said leading his friend into the room through the smoke

The virus clearly recognized the voice and went toward Guanine to take her hostage but only received a hard punch in the chest that stunned him, letting her escape. The young cop too recognized the voice and put her own plan into work. Thrax allowed her to get away and leaned up and looked toward the opening in the wall toward the cell and the pill.

"Hey, look! It's those two guys you said you knew!" Fergie said, "I'll get them!"

"No, stay-"

But it was too late, Fergie had already ran toward the cops to get back his clothing.

The germs in the core room had by then attacked the two Immunities and Drix was the one to deal with them. Ozzy cautiously made his way to the back of the room when he saw a familiar figure in the dark smoke as he made is way toward it he thought he could see his face. He quickly drew his weapon and held it toward what he thought was the evil virus that threatened the Body. The figure crouched down. The gun fired but the figure jumped up in the air and into and opening in the ceiling. The bullet had hit something. Ozzy ran toward the spot he saw the figure and saw a long spatter of dark red blood on the ground, still warm. He looked up into the hole and saw nothing but darkness. The discouraged cell blurted something profane and ran to help Drix.

By then most of the germs have run away.

"Drix! Drix!" Ozzy yelled running up to him, "I saw him!"

"Who?" Drix asked knocking away Fergie, who was the last germ to attack

"Thrax, he went up into that vent! Come on, we have to get him!" He said trudging toward the opening

"Ozzy, Thrax is dead, leave it alone" Drix said without moving

Ozzy stopped and turned toward his friend.

"Don't you get it? It was Thrax that set the Throat up in flames, it was Thrax in the Mouth, it was Thrax that's behind this, all of this!"

"I got who's behind all this right here!" Said Guanine as she entered the scene holding a very confused flu shot that had been bound and gaged by the young cop, "There's no Thrax"

"Of corse, I knew it must have been that flu virus!" Drix said, "It was just him again Ozzy"

"No, no. It was Thrax, I saw him!"

"You're eyes must be going bad, we where they only ones here when you apparently saw this guy" Guanine said, "And we didn't see any red virus"

"Oh yeah, explain this then!" Osmosis said showing the blood smeared on his finger tips, "He's hurt and got away, all we have to do-"

"Oh I don't think you'll be doing anything for a while" Guanine interrupted

"Excuse me?"

"You where ordered by the Chief himself to go to the Mouth and catch a germ, but here you two are, as far away as possible, trying to bust a virus that doesn't exist without a warrant, in fact - without any permission." Guanine explained walking up to her rival, "Enough to get you both fired."

"Oh and like you didn't, you didn't tell the precinct what you where doing either!"

"Oh, I think I have" Guanine said with a sneer taking out her phone, "And I think you're in big trouble."

"Guanine, wait." Ozzy said taking her wrist and pulling her phone away from her head, "I know I saw him, just give me a chance to prove what I saw."

"Too late, they're already on their way" Guanine said turning away taking Chill with her, "And they know everything."

Other Immunities had begun to arrive and inspect the Wart. Ozzy grabbed the young cell's shoulder and she quickly turned her head and looked at him with surging eyes.

"How could you be so heartless?" He asked

Guanine curled a cold smile and laughed as she walked away.

"Take this virus to lockdown and make sure he stays there" She snarled pushing Chill into one of the bigger Immunities

Osmosis received some woeful looks from his fellow cells, they knew he was in trouble. He turned toward Drix who also had a look of self-pity in his eyes.

"Drix, you gotta believe me, I know what I saw" His head slowly moved to one side as he looked at the pill that did not respond, "You don't believe me either, do you?"

"Just- Leave me alone, Jones" He sighed moving he eyes toward him, "I've had enough for today." He said as he left the building.

The cell looked down at the viscous red blood on his hand. He reached into his pocket and took out the chain. It made soft noises as he fingered it in his hand. He clutched it tight and rose his head.

"I'll find you" He promised quietly and went back to the precinct

Outside the Wart in a dark unnoticed ally way stood Thrax the virus. He watched the cop cars pull up to the club, looking for germs to take in, unknowing the biggest threat to the Body stood watching right under their noses. Directly to the right of the virus was his little henchmen, Fergie Streptococcus, who stood uneasily as he watched Osmosis leave the scene in his car.

"You- you let him get away!" Fergie screamed convulsively, "Man if that was me I'd so them who was the big one with a WAH! and a HIYA! and a OoooWAAAHYA! and-"

The bigger virus forcefully hit him on the head causing him to fall over silent.

"Jones'll get what's coming to him in sweet time, baby" He said

He let out a sharp inhaled breath as he held the painful wound on his lower left arm inflicted by the cell's weapon. On his claws was his fresh hot blood. The virus is rarely ever hurt and even more rarely bleeds. He hates pain, especially if it's inflicted by a cell.

"Of corse this ain't going to be taken lightly, Jones"


	4. Unliky Team

**The Lymphnodes, Third Precinct 12:00 Noon**

It was noon by the time both the cell and the pill made it back to the Lymphnodes. Osmosis drove back himself, Drix "walked". The wait gave them both some time to cool off.

They were almost the only ones in the building. Most all the cells were on lunch break somewhere else or still investigating back at the Puss Hotel. Guanine was taken by an interviewer from NNN to the Brain to be interviewed about her "great achievement". The whole situation caused much excitement from the press as it was called "the biggest story in the Body since the invasion of the Red Death".

"I can't believe everyone's making a such a big deal about this" Ozzy grumbled and he reclined in his chair

"I'm sure everything will work out if we just explain what happened" Drix reassured

"Yeah, if we just explain that it's Thrax behind all this-"

"Let's just leave him out of it" Drix said rolling his eyes

Ozzy felt like he was the only one in the body who was concerned about the apparently deceased Red Death. It frustrated him that no one believed him after all he did for them, it was too familiar of a feeling.

"Jones." Called the Chief from inside his office, his voice suggested suppressed agitation, "Get in here."

Osmosis walked into the room, Drix fallowed to make sure he didn't do anything rash. The Chief has his head in his hand.

"What did you do now?" He said slowly putting his hand down

"Look you gotta understand, I know that Th-"

Drix nudged him and shot him a look.

"That there was definitely something going on at the wart so I had to go check it out"

"Right, you just had go look, didn't you?" The Chief knew that he wasn't telling him the whole story, Ozzy recognized the look he gave him

"Ok Chief, you need to believe me when I tell you this. I think I saw-"

"Save it Jones" He interrupted, "You've been called to come meet the Mayor about this, I just got a call from her advisor for you to head up to the Brian immediately"

"Leah?" The cell said as a look of worry shot to his face

"What does she want us for?" Drix asked

"I don't know but they want you now" The Chief said, "Oh and Jones" He added as they started to exit the room, "Please don't go and do anything stupid"

* * *

**The Brian 12:15 PM**

Osmosis and Drix were lead by guards through the Brian to the Mayor's office at the top of the Brian. They passed through the Hypothalamus via the platform above that lead into a suspended hallway eventually leading to the office. Ozzy looked at the large rotating strand of DNA in the center. He fingered at the chain in his pocket. They finally reached the office. The door membrane rose up as they walked in and were left there by the guards. No one seemed to be in the room.

"Ah, so this is the valiant officer Osmosis Jones" Said an aged voice from behind.

Ozzy turned around to see a tall thin figure. He let out a short startled gasp.

"Is there something the matter?" Asked the tall brain cell

"Oh no, I just thought you were - someone else" Said the white blood cell regaining his breath

"Ah. I'm to understand your prior courageous acts saved the body from a virus" Spoke Cerebral slowly circling the cop and the pill, "with aid from your respectable cold tablet friend" He said giving Drix a wide grin, "However your pervious record is quite digressive"

"And uh, who are you?" Ozzy asked

"I am Cerebral Wolfgang, the Mayor's most trusted Political Advisor" He introduced himself

"Oh, so you have Leah's old job" Ozzy said trying to make sense of the other cells' words, "Like a secretary or something?"

"I am by no means a secretary, I aid the Mayor in decisions and offer her my advise" He said holding back the annoyance in his voice

"Right, sorry about that buddy" Said Ozzy gently elbowing him in the arm

"Don't touch me!" Cerebral hissed jerking his arm away

There was a moment of silence. Cerebral cleared his throat.

"Now, would you be kind enough to tell me why you were called here?" Said the brain cell

"I don't think that's any of your-"

"Jones and I went to investigate a building suspected of illegal activity" Drix said pushing the reckless blood cell back

"Without warrant?" Cerebral added, "I understand."

"No you don't" Ozzy said stepping up to him, "If you really wanna know what was going on, listen up. I've seen him myself, I have witnesses; Thrax is alive and he means death!"

"Thrax?" Cerebral asked lifting an eyebrow

"The deadly virus that Osmosis saved us from" Drix explained, he still didn't believe the virus was alive but he supported Ozzy more than this shady brain cell

"Ah" Cerebral said, he uttered low chuckle, "A virus. Quite. I see that in your mind this was justified. Very well, I will pursue you no longer"

He said turning his back to them and pacing out of the room. As the membrane door opened Leah walked into the room looking stressed. She waved to Cerebral as he left the room and disappeared after the membrane shut. She walked over to her desk and put down a stack of folders, ignoring Ozzy's offer for a hug. No one spoke for a short time while Leah organized her cluttered papers.

"You know your secretary guy's a real snake, Leah" Ozzy commented

"He's not a secretary, Ozzy" Said Leah, "And what did you do to go get yourself in trouble now?"

"He thinks he saw Thrax" Drix said

"What?" Leah asked leaning up and turning completely toward them

"I _know_ I saw him!" Ozzy persisted

"Ozzy" Leah whispered gently as she walked to him, "Now I know you've been having these nightmares lately but you don't need be over reacting"

"But Leah I know-"

"Shhh. Don't stress out, if you just cool down you'll be back to yourself real soon" She said reassuringly putting her hands on his shoulders

"Yeah, if he was alive someone would have defiantly seen him" Drix added

The blood cell rose his head and broke a small grin.

"Okay guys, I think that's what I needed to hear" He said

"Good, I got the charges on you two dropped but if you try something like that again I'm going to have to do something about it" Leah said walking back to her desk, "Now why don't you two just head home and take the day off"

"Thank's Leah" Said Drix, "We'll do that"

However, Ozzy had other plans.

* * *

**The Sinuses 12:20 PM**

"Really?! We had to walk all the way up here!" Fergie badgered the virus as he came to a stop in an abandoned warehouse ina large Sinus Cavity, "Can't you give it a rest?!"

Thrax rolled is eyes and looked around the warehouse. His luminescent yellow eyes panned across the large shed. A few decaying cars, endless piles of crates, packing peanuts scattered about the ground, there was an old style TV atop a big box. Shelves were stacked with expired buckets of mucus that cells used to coat the Sinuses, left aside because it's all done with turrets now. The membranes of the windows darkened by years of neglect, enough light shown through the almost pitch black room so that a faint white glow highlighted objects. The virus curled an arrogant grin as he walked to the center of the building.

"Prefect" Said Thrax

"Prefect nothing. This can't be our hideout, I can't see anything in front of my nose!" Fergie complained stumbling into the room with his arms in front of him

Of corse that wasn't much of a change. Unlike Fergie, who was completely blind in the dark, Thrax had excellent night and day vision, one of the things that made him such a successful killer. Although his claws tend to move faster than what his eyes take in, why he lost his first battle with Osmosis.

"Idiot." Thrax replied tapping a switch turning the outdated Television on, ignoring that Fergie has fallen into a pile of crates.

" . . . In recent News today a local Officer of FPD bravely shut down a gang of germs confirmed of illegal activities. Officer Guanine McCormack took down the largest collection of germs in the Lower Extremity Area solo, capturing their leader, a flu shot who's been confirmed of numerous unlawful acts such a pock fights, and putting him behind bars in the Lymphnodes..." Said the news reporter

"She certainly is a brave cell, sending the whole gang scrambling out of the building and into Immunities hands" Commented the female co-anchor

"Yes. McCormack had this to say regarding controversies for a larger underground operation; 'That's no problem for us, the flu shot was the top guy and we have him and everyone knows without a head-germ other germs won't be smart enough to do anything severe. Duh.'." said the anchorman " . . . Chill the flu shot is scheduled for execution within the hour..."

Thrax grinned, Immunity was doing all his dirty work for him! He began to break out into wicked laughter.

"What's so frickin funny?" Fergie asked stumbling out of the pile of packing peanuts

"Shut up" Said the virus turning off the TV

He walked out of the building. Fergie ran behind him fallowing the sound of his footsteps until he ran into the virus's back.

"So where are we going now?" Fergie asked

"The Nose" Thrax said, "We're going to use these" He sneered as he pulled some pollen balls out of coat that he'd picked up at the warehouse, "to cause some irritation. And when a certain blood cell friend comes to check it out I'm going to blow the dam"

"Now wait up" Fergie said as he came to stop, thinking he had finally put two and two together, "Sore throat and a runny nose . . . You're some pimped up common cold, aren't you?!"

Thrax let out an exhaled snort.

"Yeah kid, I'm a common cold alright"

* * *

**The Lymphnodes, Third Precinct 12:24 PM**

"Were do you think you're going?!" Drix asked, "We passed Leah's house 15 minuets ago!"

"Yeah I know" Replied Ozzy, "I just gotta go do something real quick first"

The cell exited the car and walked to the donut stand near the precinct. Drix rolled his eyes, some things will never change. The stand employee was starting to close up, which was strange because it was only the middle of the day.

"Hold on, why you closing up so early?" Asked Ozzy as the approached the stand

"Sorry kid" Said the employee, "Don't have a choice"

"Why?"

"Well, not a long while after you left, the Lymphnodes got a massive cut in funding. All the food, weapons and everything was confiscated" He said, "Direct orders from the Brain"

"Say's who?" Asked Osmosis

"The mayor's new advisor, Sir Wolfgang"

Ozzy turned and walked toward the precinct in a huff.

"Cerebral, that slimy snake I met earlier is defiantly up to something" He growled to himself as he entered the building, "Oh, so it's_ Sir _Wolfgang now, I guess"

He walked toward the jail cells in the back when he was stopped by a guard.

"Hold it Jones, where are you going?" Asked the guard

"I just want to visit the flu shot quick" He responded

"All right, hurry up, he's due for execution in a few minuets" Said the guard as he opened the door, "Careful in there"

He walked down the long dreary hallway lined with jail cells occupied by germs that spat nasty threats to the Immunity cell. He came upon the last cell in the hallway and was rudely greeted by the obviously stressed out flu virus.

"That's great, the last ugly mug I wanted to look at in this jail" Chill said leaning up from his bench, "You couldn't possibly ruin my life anymore, what do you want?"

"I want your help" Ozzy said

Chill stood up and let out a short laugh.

"You want my help?" He asked walked up to the prison bars

"Yeah, I think you're the only one who can"

"Oh really, I got something for you" Smiled the influenza, "Come here"

Ozzy took a few steps toward the bars.

"Closer"

The cell poked his head through the bars so that he was within inches of Chills face. The virus garbed his head and turned it to the side.

"I don't make deals with Immunities!!" He screamed right into his ear

Ozzy pulled his head back out of the bars. Chill walked to the back of the prison cell.

"But Chill, I really need your help, you know how dangerous Thrax is" Osmosis said rubbing the side of his head

"_Who _. . . ?" Chill asked sarcastically

"You know who! I need you to let everyone else know I'm not crazy! You saw him too, at least tell _Drix_ that he's alive"

"No, I don't think I will" Chill said jumping to his bed with a cocky grin

"Come on, I don't have all day!"

"Why should I?"

"Why?" Ozzy said thinking of his response, "I'll tell you why, you're gonna be executed in a few minuets"

"What?!"

"Yup, I see two guys coming in right now, must be coming for you"

"No wait! You gotta get me oudda here!" Shrieked the flu running to the bars

"Hm, you know now that I think about it I don't really need your help, later Chill" Ozzy said turning away

"Stop! Stop! I'll tell you what you gotta know, just get me oudda here!" He begging grabbing the back of Ozzy's jacket

"Okay, okay, hold on" Said the cell taking him by the arms, "I'll get ya out"

All of the germs in the jail looked out of their cells to see the miraculous sight as the Immunity tried to pull the poor flu through the bars.

"Did you gain weight?" Commented Ozzy as he stood horizontally on the bars pulling on Chill's arms

"Can't you find an easier way to do this?" Growled a very uncomfortable Chill, "Like the KEYS?!"

"The keys? Right, the keys!" He said dropping Chill to the ground, still half inside his cell, and dashing across the room, "Good idea!"

The door knob leading to the offices jiggled and Osmosis skidded to a stop. He turned on his heal (almost falling over) and ran back to the jail cell.

"Oh crap, there really are guys coming for you!" He said continuing to try and yank Chill through the bars

"You where lying!?" Chill snapped angrily

"It was stretching the truth alit-"

He was strangled by the flu's free pair arms.

"But you really are dead meat if you don't get out!" Ozzy gagged

Chill released him as a beam of lighted from the opening door hit his face. Ozzy let go and backed up to the other side of the hall.

"I got another idea! Suck it in!"

"Wait, what? No, hold on!! ARGHH!"

The cell ran into him at full speed and they both flew back into the prison cell.

The two Immunities walked into the jail cell only to find it was empty.

"You sure this is were that gang leader is kept?" Asked one

"Sure, I'm sure" Said the other, "He must have already been taken care of"

"Oh, I wonder what's on tonight . . . " Said the first as they exited the cell.

The door closed shut and the hallway was vacant.

"Cut it a little close didn't ya, Jones?" Chill growled emerging from his hiding spot under the bed

"You should be happy you ain't dead by now" Ozzy said as he contorted his body out from under a gap in the wall

"No, I'm pretty sure Thrax killed by back there and you're my eternal punishment for being a bad virus"

* * *

**The Throat 12:45 PM**

"Why does _he _have to be here?!" Growled Drix and Chill simultaneously

It was a strange spectacle to behold, a cell, a cold pill and a virus all in the same (rather cramped) vehicle going down one of the arteries heading into the Throat. They got some looks from other motorists, especially because the trio had be arguing since they'd left the Lymphnodes.

"Ozzy, why are we going here?" Drix asked as they passed the road sign that read "Throat", he added, "Can't we just go home?"

"Come on, I just got to check something out real quick"

"Okay" Surrendered Drix who was tried with trying to argue

"Yeah that's great, what am I here for?" Grumbled the flu shot

"I still need your help"

"What's in it for me?" He said crossing his arms

Suddenly there was a boom as Drix slammed his cannon arm into the virus's mouth.

"Your teeth" Said the pill with a sneer

He released Chill to shrink into the corner of the car. By then they had arrived at the Throat. Osmosis exited the car fallowed by Drix. As Chill went to open the door Ozzy walked over and shut it.

"Stay here" Osmosis said

"Why?" Chill growled

"Cuz, once if anyone finds out you weren't killed they'll be looking for you" Ozzy said

"Right, whatever, I've got bigger problems" Chill said, "I ain't staying in here because you said so, I'm staying here because Thrax is still after me"

"Thrax is dead" Drix persisted

"Then where do you think I got this from?!" Said the flu shot gesturing toward the three claw marks on his face

Drix looked at the marks inquisitively for a while, it made him start to think maybe Thrax was in the body, or some other kind of dangerous virus; to him it didn't matter which, it still meant trouble.

"You know Ozzy, I think you're on to something" Drix admitted

"Told you" Ozzy said, "Now come on, we gotta to figure out what went on here"

The cell and the pill walked into the Throat, the inflamation was almost put out but there still traces of the blaze, the Body has done a good job with repairing the damage. They could see no one else there until they stumbled upon someone most unexpected. They went to look behind a corner and saw a purple colored hormone bent over examining some warm embers imbedded in the membrane.

"Leah?" Osmosis asked putting his hand on his shoulder

"Ahh!" She screamed turning around and delivering a swift punch to the cells face

"Arrgh!" He yelped stumbling backwards into Drix

"Oh, it's just you two" She said putting her hair back into place

"Agh, Leah why'd ya have to hit so hard?!" Ozzy complained rubbing the side of his face

"Sorry, okay. I guess I've always been on edge since that Thrax guy got hold of me, he gave me the creeps" She said

"What are you doing here, shouldn't you be up in the Brain?" Drix asked

"Yeah, but Cerebral's taking over for me while I'm down here" Leah said

"What _are_ you doing down here?" Ozzy asked

"Well, about what you said about Thrax before . . . " Leah said, "I was having bad feelings about the fire here so I went to go check it out"

"Does- anyone know you're down here?" Drix asked softly

"Well, other than Cerebral, um, no" Leah said, "but it's not like I'm slacking or anything, I just need a break from everyone always one my case!"

"Did you find anything?" Ozzy asked

"I know one thing" Leah said looking around the Throat, "This was one bad blaze"

"This is not the work of a common cold" Drix said after examining the side of the Throat, "Look."

They looked at the membrane. Drix pointed out long cut stretching down the length of the Throat not higher than shoulders height. It still glowed a bright hot orange.

"This is where the fire must have started" Drix said, "And then grown exponentially" He explained in disbelief, "And inflamed the entire Throat"

"There's only one thing that could do that" Ozzy mused, "How long do you think I took to torch the whole Throat? Minuets?"

"Seconds" Said the pill

"That's Thrax! He's gotten stronger!" Gasped the cell

There was the sound of bleeping. Leah pushed a button on her earpiece.

"Greetings my fine Mayor" Cerebral hissed from the earpiece

"Oh hi, Cerebral. Is there something wrong?" Leah asked

"I regret to inform you that there is a slight problem in the Sinuses. We seem to have intense sneezing, I've deduced allergies might be the problem" Cerebral said as he sat reclined in the Mayor's chair, "Understand that I would very much enjoy to go and solve this problem myself but I am terribly busy with working on your paperwork for you. I could go for you, of corse you would have to come back-"

"No, no!" Leah said, "I mean, that's okay. What do you want me to do?"

"I humbly ask you to go to the Nose and find out what this problem is so that I may deal with it accordingly" Cerebral articulated with a wide grin

"Okay, I'll call you back when I figure that out, goodbye"

"And farewell to you too, my Mayor" Cerebral said hardly pushing a button on the phone and hung up.

He rotated in Leah's chair and faced two guards. He gave them their orders;

"Kill them."

Leah turned toward Ozzy and Drix.

"That was Cerebral, he said that there's something going on at the Nose and I should go check it out" Leah said

"The Nose?" Drix asked, "Isn't that what Thrax-"

"We gotta get up there!" Ozzy yelled, "We could stop him now! Come on, I'll get us there"

They walked to the car. Ozzy stopped Leah as she was about the enter the car.

"I need you to know something" He said, "But you can't tell no one. We kinda have a virus with us that was suppose to be executed today but it's okay, he's helping us"

"Okay"

"Hey baby!" Said Chill as he poked his head out the window

Leah powerfully hit the virus in the face with her purse and he fell over out cold.

"Um, that was him" Ozzy said meekly

"Oh, oops."

* * *

**The Nose 1:25 PM**

The Red Death and the strep stood atop the control room of the dam that held back an ocean of mucus. They were so small compared to the building they were unnoticeable. All cells in the area where evacuated due to risk of sneezing. Fergie had thrown the last dust grain into the back of the Sinuses.

"All right, that was the last one" Fergie said, "What now, huh?"

"Now, we wait" Thrax replied as he stood at the edge of the building, with his hands behind his back he almost appeared to be a big black cobra overlooking the dam

His yellow eyed spotted a blue car drive to the building from the top of the dam. He curved an ominous grin.

"Right on cue" He said as he turned away and walked away from edge of the building

"Hey, what are you doing, they're right there" Fergie asked looking over the edge

"You'd better fallow me unless you wanna drown" Thrax said

"Drown?" Fergie asked looking to him and trotting after him, "Whadaya mean?"

Ozzy was the first to jump out of the car. He turned his head around, but could see nothing out the ordinary - only that they where they only ones who appeared to be there. The rest exited the car.

"Okay boys, listen up" Declared Leah, "I think the best thing we can do is split up. Ozzy and me will go to the bottom of the dam and look down there. Drix and Chill, you guys can search up here for anything. Any problems?"

"Yeah" Chill said, "Why do I have to go with this psychopathic maniac?"

"You could always go back to the precinct" Drix sarcastically suggested

"The least you guys could to is TRY to get along" Ozzy said turning away, "If see anything just holler"

Leah and Ozzy left to search the Nostril. Drix started to advance toward the dam control room.

"Wait. We aren't going in there, are we?" Chill asked, "That's probably where the guy is."

"We have a better odds with him if there's two of us" Drix said, "But I don't think you'll be much help"

"Fine!" Growled the flu fallowing close behind the pill

In the large window in the control room stood a familiar sight as the Red Death looked upon his rivals from above. He suddenly broke out into laughter.

Fergie was sitting on the stairs itching his ear with his back feet. Once he heard the laughing grow louder, he looked over toward the virus and stared at him with a puzzled expression. He walked over to him and waved his claw in front of his face to no response. The strep walked in front of the virus that now had his hand on the window to keep himself up falling over.

"You know Thrax, I think you might have had one too many back at the wart" Fergie said nervously

The virus paused to take a breath, opening his eyes that where slightly glossy.

"They're making this too easy!" He said watching Drix and Chill enter the building and continued to laugh

He put both hands up to the window and dug his claws into the hard membrane.

"They're walking right into the palm of my hand" He cackled as his dragged his claws down making a loud screech

"What was that?" Drix asked after hearing a sharp sound from above

"I don't know, I don't want to know. Let's go" Chill stuttered looking around the vacant room

"No, we have to go see what that was"

"Yeah, or we could be_ smart_ and get out of here before we get killed" Chill said reluctantly fallowing Drix as he proceeded up a stair case, "This place gives me the creeps"

Poor Fergie was being pushed into the still laughing virus as he held his sides. Thrax didn't seem to notice or care that he was almost suffocating his henchman.

"Oh great, he's totally wasted" Fergie said then took hold of Thrax's face "Hey! Get a grip!" He said shaking Thrax's face

Thrax grabbed Fergie by the throat.

"Hush." He stated

"Nice grip" gagged Fergie

"I hear it from up here" Said a voice from below them

"Ah, there's our friends" Thrax said dropping Fergie before he passed out, "You distract the pill while I handle the rat"

"How about I take care of Chill and YOU distract the big strong trigger-happy pill . . . " Fergie said tugging at the virus's coat

Fergie didn't get any response other than Thrax walking away humming to himself.

"All right" Fergie sighed, "Well, here goes nothing"

The strep swung down with his tail to the below platform in front of the face of a very surprised cold pill.

"Miss me?" said Fergie through a big grin

"Fergie! I knew you where behind this!" Drix said after recovering from the surprise, "You know everything that's going on, don't you?"

"Maaaybe" Fergie said, "I know very many things, very many things my friend, but if you want me to tell you - you gotta catch me first!"

The germ suddenly had a cannon pointed at his head.

"Woohoo!" Fergie screeched dashing away fallowed by Drix

Chill walked a few paces behind them "Wait, wait! Psycho cop! Who's gonna protect —"

Chill was tugged back into a dark corner by the collar of his jacket. There was hot hand over his mouth. He felt hot bad breath through bad teeth on his neck.

"You think you outwitted me . . . " Whispered a deep voice from behind, "But I got a way of getting what I want, baby"

There was a blade on the flu's neck, he looked down the see an all too familiar set of claws. It was then Chill started to panic and try to escape. But no matter how hard a flailed he couldn't break free, no matter how loud he tried to scream he couldn't make a sound - Thrax's grip was unusually powerful.

"Not so tough when you're all alone, are you Chill?" Thrax asked, "Familiar feeling, ain't it?"

Out of the corner of his eyes Chill could see the claw start to glow bright orange and feel it's heat on his throat.

"Usually I like to make a quick clean kill" The virus smiled has his claw moved away from his neck and further down, "But for you I have some special and particularly more painful . . . "

Suddenly a beaten Fergie slammed into the corner. Before either could respond Thrax was slammed in the head by a powerful hand and hit the hard wall behind him. Chill was now free of the evil virus's grip and ran out of the building past his savior, Drix.

"Jones! Jones!" Chill cried dashing out of the building

Thrax had still to recover from the forceful blow but jumped foreword toward the pill. He felt something push into his chest. He looked to see the pills' cannon pointed at him. He swallowed. He backed away knowing if he were to be shot he would easily be torn open. He felt his back hit the wall. He was trapped.

"I never thought I'd have to look at your ugly face again" Said Drix

"Likewise" Replied the virus trying to hide the fear in his voice, "Didn't think I'd go out like this"

"You don't have to" Said the pill, "You can put your claws were I can see them and come with me to the Precinct or I can finish it now"

The virus knew either one of them meant certain death and he wasn't about to die before having his revenge!

"Right . . . " Thrax said looking deep into the pill eyes, he saw weakness, the evil virus grinned

Thrax strode in circles around the pill with the cannon still pointed at him.

"You know I've been around a while and I've seen plenty of cold pills like you, taken to treat the virus that gave the body the sore throat" Thrax said not taking his eyes off Drix, "But, you know, I've never seen a pill that's been in a Body so long past his usefulness"

"Watch your mouth, virus!" Snapped Drix pushing the cannon back into the virus's chest

"Why? So you can ice me again?" Thrax purred with a grin

"No, can I can get rid of an evil virus for good!"

"Baby, I don't think you got the guts" Said Thrax

Thrax walked foreword and leaned his big chest on the barrel so that the cannon pointed into his belly.

"Go on" Said the virus, "Blow my guts agents the wall. Do it."

"I . . . " Drix backed away, he was loaded but he didn't know why he couldn't fire, he didn't notice that Thrax, with claw blazing, was about to make a quick kill of him

"Drix! Look out" Ozzy screamed rushing into the room

He snatched the virus's hand in mid-strike and, with some effort, pulled it back. He jammed his gun into the virus's head. Leah entered the room not long after and saw the Immunities and the virus in a stalemate.

"I can't believe it" She breathed, "He's really alive"

"Quiet baby" Said the virus, "Or your little boyfriend ain't going to be much longer"

For a moment Ozzy was frightened as Thrax bared a threatening snarl at him. But then he knew it was the snarl of a trapped virus who had little options left. The cell knew that his one purpose was to track down and kill viruses. Thrax knew that too and though he wouldn't admit it, he was afraid.

"I hope you ain't planning to shoot me, Jones" Said Thrax as his yellow eyes shifted to him

"Why?" Said Ozzy putting his gun down slightly

"You wouldn't want our final showdown like this would you? It wouldn't be fair that you have a weapon and I don't"

Ozzy knew Thrax didn't care how fair a fight was and he knew that the virus was lying.

"Then what to you call this?"Growled Osmosis pushing the tyrant's claw back toward him

"It's-" Before Thrax could think of a cleaver lie he felt the cold gun at the back of his neck, he know this time he would be shot

"Come on Jones, you wouldn't kill a young virus - I have too much to live up to" Stalled Thrax looking for a way to escape

"By killing others!"

Thrax cracked a familiar grin, he was about to make his escape. Before the Immunity could shoot he was flung over Thrax by the arm that he held on by. Ozzy was thrown into Drix and the virus now had hold of the gun. He wasn't going to use it to kill Jones - he wanted the pleasure to himself. He pointed it toward the main control panel.

"Love to stick around baby, but I got a whole Body to kill!" Said Thrax

There was the sound of a shot and the panel exploded. Alarms sounded and warning signs flashed. Thrax turned to run but he garbed by one ankle and fell on his face.

"You ain't going no where!" Yelled Ozzy stubbornly clutching the virus's foot

There was a thunderous boom from the outside and the building rumbled. All in the building became quiet. There was a cracking noise and the building shook.

"The dam is breaking" Said the cell to himself

"Get off me!"

He looked up to see the virus's other foot slam him in the face. He released his grip and Thrax got to his feet and started to flee. Ozzy was no longer concerned for him, he knew he had to get him and his friends out or they would surly drown. The building to starting to fall away in massive chunks of cartilage.

"We better get out of here" Drix said

"Now!" Said the blood cell running out of the building

They all raced across the dam wall that was also beginning to crumble. The Immunities and their company where racing to Osmosis's car to make a quick escape. Thrax, on the other hand, was desperately looking for high ground so that he could glide away. There was no where for him to jump off of so he started to brace himself for going straight into flight from the ground. The virus lowered himself and jumped up as high has he could, spread his coat and pulled up. He couldn't get very high until his one henchman had caught up to him.

"Hey! Hey! Wait for me!" Fergie shrieked has he jumped extremely high

Fergie crashed into Thrax knocking him off balance and sending them plummeting into the mucus below.

The dam snapped apart. Our heroes did not reach the vehicle in time and fell with the dam to the wave of mucus that was slowly quickening as it slid down the Nostril. The thick, sticky liquid made it most hard for anyone, be it cell or virus, to swim to the surface in.

All he could see was a veil of green in front of him, starting to glow yellow as it ran down toward the opening to the outside. It was hard to tell up from down but the cell stroked in the direction he thought up was. His head broke the surface and he gasped for air.

Quickly looking around he could see two of his comrades safe. Chill was preached upon Drix who was able to easily tread the torrent. Leah was no where to be seen.

"Do I look like a raft?" Drix asked

"Hey, I hope you know that virus's sink" Chill responded

"Drix!" Ozzy yelled swimming toward them, "Where's Leah?"

From underneath eyes caught sight of the white blood cell. A red claw shot up through the yellow-green liquid. Ozzy let out of startled yelp before he disappeared under the surface. He turned to see the familiar face of the Red Death, intent on killing him. The cell had the upper hand as he could move much quicker than the virus when submerged. Osmsois and Thrax fought in the viscous water. Thrax moved in slow motion while Ozzy was able to streamline himself so that he could hit faster and harder. Thrax was fighting a losing battle he had brought upon himself. He had missed several times with his heated claw and now, sore and achy, he realized he desperately needed to breathe. He knew that Ozzy did to.

The virus's eye caught sight of something glimmer. His chain, he hasn't seen it for so long, he hadn't felt it in his claws - the only thing he's ever felt a connection to. Ozzy also noticed that it can fell out of his pocket in the struggle. They both lunged for it. Osmosis took it in his hand and turned to escape. Thrax snarled and, with all his strength, he kicked Ozzy in the chest causing him to pass out and sink. He snatched the chain and pushed himself up with claws outspread. He flung his head up with mouth agape and took in a deep breath of air.

"Hey virus" Spoke Drix

The irrate virus turned his head toward the pill that was next on his hit list. His eyes widened to see the cannon pointed at him again, and this time he had no cleaver words to save himself.

"Eat this." He stated simply then firing the powerful shot toward Thrax

There was an explosion of fire and mucus. Suddenly there was powerful wind heading back into the Nose. The river of snot was snorted back into the Body, carrying the microbes with it. A rather disgusting stroke of luck.


	5. Reign Of Cerebral

**The Brain 2:00 PM**

Guanine was kind of getting annoyed with all the publicity she's been getting for her recent "act of valor and bravery the Body had never seen" - they seem to forget the small matter of their little encounter with the Red Death and the cell who saved them. Guanine personally didn't see what the big deal was, all she did was call Immunity on a little group of unconfident germs who where otherwise harmless. This didn't stop her being fallowed by reporters, photographers and the whole media in Frank as she was being lead through the Brain by two recently hired "Guard" brain cells. She had been called for a meeting by the Mayor's advisor.

The guard dropped her off at the Mayor's office, she was almost fallowed in by the media but where held back by the burly (or as burly as brain cells go) guards. The door fell down shut over the flashing of the cameras and Guanine walked into the room, it seemed vacant. Mayor Estrogen was not there.

_Where's that broad? Don't these idiots know how to run a Body?_ Thought the white blood cell as she quietly walked into the room, "Anyone here?"

The Mayor's chair turned around revealing an tall, thin, aged brain cell.

"And what would you be doing here young, um, blood cell" stated Cerebral in a bittersweet tone

"You tell me, you was the one who called me" Guanine said as she put a hand of her hip

"Ah, yes you're my two O'clock. The new local hero" Cerebral said taking some green stuff out of a rather fancy bowl, "Vomit?" He offered

"No" Guanine said lowly, "Where's the Mayor?"

"You sure you don't care for a taste?" Said the brain cell taking another handful after eating the other

"No thanks. Where is she?" She asked again

"I assure you it has not expired"

Guanine could tell this creep was avoiding her question, she would ask him later.

"So, why'd you call me here?"

"Ah, yes" He said standing up from his seat, "Judging by the amount of attention you are getting you're apparently now the alpha blood cell . . . "

"Excuse me?" Guanine growled, "Do I look like an animal cell to you?"

Cerebral loudly cleared his throat.

"Well, I regret to inform to you that your kind is will no longer make up our Immunity force"

"What? _My kind_?" Guanine asked with a twinge of anger in her words

"Oh, must a spell it out for you?" He said turning and walking toward her, "You're being laid off, you're being outsourced, we have no need for you simple little white blood cells"

"And who's going to protect the city, we keep Frank healthy, you just can't fire us!" Guanine asked both surprised and furious

"Why of corse I can, we will use the brain cells for your work" Cerebral said as he walked toward the Mayors desk

"And what if a virus attacks?! Brain cells are no defense for something like that!"

Cerebral laughed loudly.

"Oh, viruses?!" He asked mockingly, "How frightening! I'm so terrified" He shouted still laughing hard

There was a click. He looked up to see Guanine's gun held to his head. He let out a shrill startled cry and jumped back.

"You have no authority to do this!" She snapped, "I demand to see the Mayor!"

"Can't we talk about this like civi-" He gagged as the weapon was pushed into his neck

"Where is she?"

"I don't know" He gagged as his eyes shifted nervously around the room

"The truth!"

"Oh but truth is in the eye of the beholder"

"I swear to Frank I'm going to blow your membrane against the wall if you don't -"

Guanine was grabbed by Guard brain cells and held firmly so she could not move. Cerebral cowardice melted from his face, he grinned, took her gun and tossed it aside.

"Let me inform to you something, blood cell" Cerebral hissed, "I've been slowly working my way up to becoming Mayor of this body. I could only succeed in this is long arduous task by _taking care_ of my rivals . . . one, by one" He said tapping her snout with his finger, "Now for all this success, I am so close to achieving my ultimate dream of a prefect Body run purely by we, superior, brain cells. Now that all the little vermin have been taken care of I can now bring this Body to it's full potential! And certainly one tiny cell isn't going to stop me!"

Guanine was dragged out of the room.

"You're making a mistake!" She screamed, "You need us, we would be being attacked left and right!"

Cerebral laughed.

"Nor will any little virus be able to put an end to my reign!"

* * *

**The Lungs 3:23 PM**

Most of the mucus had ended up going into the Lungs - carrying the virus with it. He was not detected because that area of the Lungs didn't have many cells around because it was partially flooded with mucus that lapped the tops of the puffy buildings.

Thrax utterly despises the water. He can swim but he just hates the feeling - it makes him nauseous. But there's noting that shares his hatred more than ice, so cold it actually hurts him. Frigid, stinging cold painfully devouring him alive, it's hunted his dreams all his life.

Out crawled the Red Death in a very undignified way (luckily for his bloated pride no one was around to see him). Clawing at the shore to get out of this disgusting liquid. His cloths heavy with snot, hanging of his body making him appear much thinner. His eyes where wide open. His dreads hung over his face dripping mucus. He looked like a cat that had just been thrown in water. He hates getting wet when he doesn't want to.

He quickly crawled onto the shore, his chest heaving. Disgusted that he, the most deadly virus ever to have lived in this Earth, was now covered in the nasty secretions of the very Body he was going to kill. Thrax was completely ungrateful that he had ended up in the Lungs when he could have landed in the Stomach and been digested alive. Fergie ended up in the same area and crawled onto shore beside him, making significantly less of a scene out of himself. He quietly crawled up beside Thrax and shook his body dry, flinging gobs of goo onto the red virus who was very unhappy about having boogers flung at him. Thrax shoved Fergie back into the water, slicked his hair back into place and started to wipe the slime off him when he heard a familiar _clink_.

Thrax looked down and saw in his left claw was his chain. A malevolent grin slowly curled up his face as he fingered it. Every bead of DNA was still in place, just has he remembered, all the memories of his past victims and the looks of misery on their loved ones faces - it made him feel proud. The Red Death stood up and full height now that the peace missing from him as been returned. He wrapped it around his right wrist and with an evil grin he said;

"Now, to take care of Jones and this city"

* * *

**The Brain Stem 4:00 PM**

" . . . And it is with great despair that I announce to you that our fine Mayor had not survived the tragic dam break. This freak accident has taken the life of not only our Mayor but our respected savior, Officer Jones and his partner" Spoke Cerebral dressed in his in his long black robe, outside the city hall was a large gathering of microbes. The funeral was being broadcasted everywhere in the body, "We all will share woeful grief for these brave souls on this dark day. With our fine Mayor gone it is upon the responsibility of me to take her place as the Mayor of this city and ensue a new order"

Some heads rose in the crowd to see the brain cell sparked a most sinister smirk. He flicked his wrist, snapped his fingers and his newly appointed brain cell guards stepped up beside him. All eyes where on Cerebral as he clasped his hands together.

"And I guarantee that under my rule there shall be no such further issues"

* * *

**The Sinuses 4:50 PM**

It had been a long time before anyone started to come to. They had been lucky enough to have fallen safely in the sinuses but had a rough landing.

"Is everyone all right?" Asked Drix leaning up

"Yeah . . . Yeah. I think I'm okay" Chill said who was handing upside down caught in a particularly sticky drop of mucus

"Where's Ozzy?" He asked

It was then he noticed the cell lying limp on his back. He placed him on the ground. He showed no signs of life. Fearing the worst the pill gently shook him with his hand to see if he would move. Nothing. He shook him a little harder but he didn't respond.

Sudden noise and movement startled Drix. He backed up as Osmosis leaned up and coughed up some liquid.

"I'm good" He said, "Where's Leah?"

Drix looked around and pointed.

"She's over there" Said Drix pointing to her a few meters away

She lied on her side unmoving. He ran over to her. To his relief she turned toward him and let herself rest in his hands.

"You okay?" He asked

"Yeah, are you?" She responded

"I'm good"

"That was gross" She said at length

They both stood up and hugged. Chill and Drix approached them.

"Yeah yeah, warm n' fuzzies all around - what are we going to do now?" Chill asked

"We should head to the Chief's house, it's the closest and since I can't find my car . . . " said Ozzy looking around the vacant Sinus Cavity "We'll probably have the best luck getting there"

"I think your forgetting something, kid" Growled Chill, "Your old pal Thrax is still alive and more importantly Immunity will be after me"

"Oh no, Thrax. He's got the chain now and he's still alive" Ozzy said

"That's unlikely Ozzy" Drix observed, "Because I don't see him anywhere here, he probably was sucked into the Stomach and killed. But I can't know for sure"

"Well let's just hope you're right"

* * *

**The Nose 6:13 PM**

After being dragged out of the Brain by Cerebral's guards Guanine was thrown into an abandoned jail house built in the dam that had just blown out hours earlier. Most of the prison survived the collapse because it is built off to the side, though it was still damp with fresh mucus.

"This ought to keep you quiet, little missy" Sniveled one of the guards locking the cell door shut

"You're making a big mistake! You can't believe him, he's insane" Guanine said putting her hands on the bars

"He's not insane! He's a genius! He's finally giving us the recognition we deserve for everything we do for this city"

"No, he's using you so he can gain power!" Guanine said as the guards began to exit, "He's going to get us all killed!"

The heavy cartilage door slammed shut and the room went black except for the yellow glow that came out the barred window. Guanine slammed her fist on the wall.

"I thought brain cells where supposed to be smart" She said then slid to the ground, "I thought I was supposed to be smart, I could have stopped him before all this happened"

She hugged her knees and curled up into a ball. For Guanine, she's always dreamed of being a great Immunity and being a great Immunity means keeping the body from being harmed and Cerebral's twisted mind would send the city into chaos. Little did she know the brain cell planned on committing mass murder of all organisms suspected of opposing him to prevent an up rising. She had failed. Guanine sighed as tears streamed down her face.

She felt something move suddenly from her jacket pocket and a single little eye poked out and looked around the room. The eye was attached to the head of a small green amoeba creature.

"Hello there, where did you come from?" She asked

She picked up him and held him in both her hands. He shook violently and his head jerked in different directions, as if he where looking for something. It muttered very quickly, Guanine could not pick out any words.

"What's wrong, dude?" She asked

"He's coming . . . He want revenge . . . Kill us all . . . He is coming" He rambled

"Okay, slow down. Who's 'he'?" She asked in a gentle tone

"El murte rojo, he is going to kill us all . . . "

"The Red Death?" She translated, "A virus, right?"

The creature suddenly jolted and scurried back into Guanine's pocket.

"He's here!" He shrieked

Guanine heard footsteps from outside and muffled voices. She stood up and peaked out the window to the outside. There was a cluster of bacteria lead by a powerfully built virus that stood taller than them all. She recognized the group, they where the same group that was at the Wart earlier. She also knew their leader, the tall, red virus that had groped her last time they met.

"Is that guy the one your talking about?" Guanine asked

The creature poked his eye out of the window.

"El murte rojo!" He screamed diving back into her pocket

"I wonder what he's up to" She said

The red virus lead the procession of germs past his waterlogged hideout. Fergie fallowed Thrax closest but didn't speak a word. The same couldn't not be said for the other germs.

"I'm still ain't clear on what exactly you is planning here, red" Said one of the bacteria from the back of the group

"Yeah, and why should we be listening to this bozo anyway?" Growled a larger bacteria who was closer to Thrax

"Because ya'll owe me for breaking you out of that precinct" Said Thrax, "And if you don't want to help me go ahead and leave right now . . . "

A number of germs stopped and began to turn away.

" . . . that is if you don't want me to save you when this place goes up in smoke" He said making a point by tapping his glowing claw on a small nose hair that soon began to melt and burst into flames

The germs stared in awe and quickly fallowed behind Thrax. Fergie tugged at Thrax's coat as politely as he could, although he hated Thrax inside of treating him so rottenly. The virus's eyes flashed at him.

"What are you planning to do now, Thrax?" Fergie asked, who was confused thinking Thrax was some kind of flu or common cold, "Aren't you done?"

The virus uttered a warm, yet troubling chuckle.

"Far from it" Thrax saidm "I only got 31 more hours to take down this place"

"Take down?" Fergie asked as some of the pathogens behind him started to get excited, "You don't mean, kill Frank?"

Thrax smiled sinisterly.

"B-but Thrax, you're going to kill him?!"

"How long'd it take to ya figure that one out, kid?"

Fergie was the only pathogen who wasn't completely thrilled that they where now a part of a deadly epidemic. Thrax's henchmen cheered and wooted, but where coldly turned down when they offered their leader a high five. Fergie lagged behind, he wanted to run off and warn someone, anyone - but he didn't want to get in trouble with Thrax. Then suddenly an epiphany struck the strep throat, Thrax was using him! He looked at the virus was a glare of contempt, he was going to get him back!

"What are we gonna do now, boss?" Asked one of the germs

"Where's going up to the Brain, baby" He started

"The Brain?"

"Can we do that?"

"We'll be caught!" Interrupted the germs

"And we're going to cause a little distraction so I - " He cleared his throat,"We don't get caught when we make the finishing blow to this city"

"What distraction?"

"We're cutting some veins" He said, "And causing a stroke"

That's when the pathogens escaped view. Guanine stood in the empty jail cell taking in what she just heard.

"A stroke . . . ?" She asked herself, "I've gotta get out and warn someone" She turned and ran toward the front of the cell

She pulled at the bars of the door. They where old but didn't budge in the slightest.

"Spit, I can't break these!" She said

There was a scratchy cackling coming from above. Guanine turned around to see two round, red eyes glowing in the dark above the window. The eyes moved down and a small scraggily creature crawled down in front of the window and perched herself on the ledge. She was not much larger than the microbe that warned Guanine of the Red Death. It was green with a long thin face, long arms and legs, half it's body was a tail with a large fin at the end.

"Of corse you can't break them" Spoke the creature

"What are you? A cat, or fish, or lizard . . . ?" Guanine asked

"I'm a comrade, a sister" She said hopping down form the window and walking on all fours toward Guanine, "I'm a friend"

"Or some kind of ferret"

"Never mind what I am!" She snapped, "I'm here to help you, but, my assistance comes at a price"

"What?"

"Oh nothing much" She said taking away of peace of cartilage reveling a hole to the outside, "A few sugar crystals, some other valuable objects should fair nicely"

"I don't have anything on me now" Guanine said

"You can pay me in interest later"

Guanine started to crawl through the hole. She exited to the outside. She noticed a peace of shrapnel from an exploded bomb. She observed it.

"This must have been what caused the dam to break so violently" She said

Guanine was about to run off to tell the Chief when the creature interrupted her.

"The one who does not let go of his hate will be eternally burning" Hissed the scratchy voice

"What?" Guanine asked turning around but she was gone

* * *

**The Thymus 10:00 PM**

It usually wouldn't take a healthy cell (virus or pill for that matter) four hours to travel down the Throat but Cerebral's guards now swarmed the Body equipped with the firearms confiscated from the Immunity force. Ozzy and his friends had to take every back alley they could find to avoid being detected.

"I don't see any guards up ahead" Said Osmosis peeking his head out from the side of a building

"Why are we dodging these guys?" Leah asked, "They're Cerebral's friends, maybe they can help us"

"I don't think they're very friendly" Drix said, "Plus we have the flu shot with us, we can get in big trouble"

"I have a name" Chill hissed

"Shhh." Ozzy breathed, "Let's move"

The group moved out of the black shadow of the building and out into the gloomy street. The neighborhood was vacant and grey. Since the white blood cells where kicked out of the area to be run by the brain cells it hasn't been as cheery. With no one around to talk it was silent, there's no wind in the Body not even the sound of a breeze could be heard. All that was audible was the footfall of the group of four. Suddenly a loud voice broke the stillness.

"How much further?" Said Chill startling them for a moment, "I'm starving"

"We're all hungry" Ozzy growled, "Suck it up, it ain't that much longer anyway"

"We've been walking for hours! You're lost! I can't go any longer, I'm feeling faint" Chill whined slouching over, "Go on without me!"

"Ok" Drix replied as they continued to walk on

"Where are you going?! Help me, you stupid Immunities!" Chill screamed, "Get me some water or a sandwich or something! But no peanut butter, I'm allergic. Oh and could you -Mmph!"

"Shut your howling yap" Leah said holding his muzzle shut, "We're here already"

The Chief lived in an upper class house in the Thymus gland. Because he was a high ranking official and mostly trusted by Cerebral himself, his house was not patrolled by Cerebral's guards. They quietly approached the door, still keeping an eye open for anyone who may be watching. Ozzy took the large knocker and struck the door a few times trying not to make too loud of a sound. There was no nosie from inside the house.

Out of the still walked a young white blood she-cell to the house. Everyone turned their heads to see Guanine walk up to the house with her hood pulled over her head. That is, everyone but Osmosis who was preoccupied with craning his neck, trying to see through the high window atop the tall door. He froze as he felt a firm hand clutch his shoulder.

"Move it, Jones" Said a female voice

He screamed as he flung his arm around to hit the voice. Guanine quickly dove down and evaded the flailing arm. His arm continued and slapped Chill in the face who spun around twice and collapsed to the ground.

"What are you doing, you idiot?!" Guanine snapped standing up

"What am I doing?" He asked after recuperating from the scare, "What are_ you_ doing, sneaking up on me like that - You almost gave me a heart attack!" He said cocking his head with his words

"You're a cell, you don't _even have _a heart" She said angling her head the same way

"Look who's talking!"

"What is that supposed to mean?!"

"Both of you break it up!" Leah said shoving both of them asunder, "Do I always gotta do everything for you . . . "

She walked up to the door and pushed in the door bell. Within seconds the door knob turned and the Chief answered the door to see the very unusual group.

"Jones?!" He exclaimed with wide eyes

"Hey, hey, Cheify!" Ozzy said letting himself in, "You mind if we spend the night here?"

"You're alive?!" He stuttered as the five walked in

"What?" Drix asked as they all started to turn around

"Just a few hours ago the Mayor said you all died in a dam break"

"I didn't say that" Leah said

"Oh, um, the new Mayor, Mister Cerebral"

"Since when was that old coot Mayor?" Ozzy hissed

"Of corse, it makes prefect sense" Drix said, "He must have taken advantage of the dam break to become Mayor himself"

"He didn't just take advantage of it" Guanine said taking out the twisted peace of shrapnel, "He caused it, he must have put a bomb in the dam, knowing you would be there, and blew it to kill you all"

"But why would he, he told me all he wanted was the help me" Leah said

"All he wanted was to take your power for himself" Guanine said

"Wait, so was it him who caused the sneezing in the first place?" The Chief broke in

"No, it wasn't him" Ozzy said

"Well who else would be able to do that?"

"Cheify, baby" Ozzy said leaning on him, "You ain't gonna believe who's back for round two . . . "

* * *

**The Cerebellum 5:15 AM**

Thrax's brigade of less powerful pathogens have been causing havoc in the tall open room where many nerves ran up through into the Brain. The room was vast and empty, the walls where a deep indigo, illuminated by the white glow of the nerves which appeared to be great staffs of light rising from ground to the ceiling. Some nerves where small and thin, some where large and wide and many where in between.

Thrax leaned on a huge nerve that too him appeared to be a massive wall of glowing white. He watched his little henchmen to make sure they didn't do anything rash . . . or stupid. He ordered them to cut them small ones until he tells them to stop then they will ascend into the Brain and do the real damage.

Fergie was more interested in complaining that doing his job.

"Do this, do that. He doesn't even do any of the work himself, some big evil virus he is" Fergie grumbled, "I could have been a better leader! He didn't even give _me _a chance!!"

A few germs turned their heads the sudden outburst. Thrax looked up and saw Fergie wondering aimlessly complaining about his leadership.

"What makes this procaryotic blowhard so freakin spacial!" He said taking his claw to one of the nerves, "I'm the stronger one, I'm faster, I'm smarter, I'm know what I'm doing-" He cut the nerve but got his claw stuck and was painfully shocked, "HAAAARAAAGGH!!!" He dropped to the ground

"Why do we even have to cut these stupid things!" He snapped hopping up, "I thought the big ugly boss wanted us to cut veins!"

"He said we gotta do this first, don't question the man, he's smart" Said the germ a few feet behind him

"Yeah sure. The idiot doesn't even know what species he is"

He got a chuckle from a germ beside him who was almost as small and scrawny as him. This egged him on.

"Yeah, he shows symptoms like a flu but gloats like Ebola"

The small germ laughed and hopped up to him on her three thin bird-like feet.

"Yeah, yeah" She hissed through her long skinny muzzle, "He's about as smart as E. coli"

"Smells like foot fungus" Fergie laughed, "Like a big fat smelly foot fungus"

"With sunglasses!" She added

"And boy is he uuuuugllly" They cheered in unison

The female germ caught something out of the corner of her eye and quickly took a double take. She hopped backward and slowly backed away. Fergie didn't notice as he was too preoccupied with rabbling about how stupid and ugly his boss was.

" . . . And stinky, and creepy, and"

"Uh, kid" Interrupted the germ

"I'd be running the place, if it weren't for that big, fat, ugly-"

"Oh baby, surly he can't be that bad" Said a voice from above him

Fergie quickly spun around to run into something black, he looked up to see the unhappy face of the Red Death. Fergie didn't even brother to say anything, he knew what was coming to him. He bounded away from Thrax but didn't get very far before a hot claw had a vice grip on his neck.

"If you want to go ahead and mock me behind my back then ya'll can burn with this city as far as I care" He snarled looking at his other henchman with an evil glare

Fergie was swung around and thrown across the room so quickly he might have easily be mistaken for a bullet.

"Got it?!" Roared the virus

Fergie slammed into the wall with a boom smacking the "alarm" button with his tail. The room went black. A loud bleeping filled the room along with a red light. The doors slid open and a number of brain cell guards stormed in. All the germs except Fergie and Thrax charged the guards and a fight ensued. Thrax backed away from the fight and his eyes darted around the room. His eyes locked and he grinned. His claw sparked to bright orange. With one cut a nerve twice as wide as Thrax was cut cleanly off. The lights went off.

This was exactly the way Thrax wanted it. With his remarkable night vision he would be able to sneak up to the veins he wanted to cut and cause the stroke he wanted. He quickly evaded his way through the other blundering microbes and sprinted out of the room and up a flight of stairs into the Brain. He hadn't noticed that Fergie has grabbed the bottom of his coat and traveled with him to escape the confusion.

He was heading toward a vein, three guards surrounded it but were blinded in the black. He held his blade out but as he was about to slash open the vein the power went back on. Blinded by the light his feet slipped and became caught on Fergie still hanging on to his coat. He lost balance and slammed into a guard.

"What is that?!" Shouted a guard

"It's that evil red virus!" Said another

"Get it off me" Shrieked the guard under the big virus

Thrax felt the guards knee jab his gut. He quickly jumped to his feet to see the guards had their guns pointed to him. Both humiliated and irritated, Thrax was not in the mood to fight with some messily brian cells. He took a number of steps back toward the window.

"Halt pathogen!" Said a guard

"Put your claws up and surrender or we will have to use deadly force!" Said another guard who happened to be holding his gun backwards

"Sorry baby, I ain't in the mood for all that" Thrax said with a calm grin, "But don't worry, I'll be back in 29 hours"

He slashed opened the window membrane with a swipe of his hand and leapt into the air. He fell out of view. Looking down the guards and Fergie saw his trenchcoat open up like a parachute, he hooked the edges of the coat with his claws and spread them into wings. He glided quickly upward with a mocking laugh.

Something sprung out the building with a loud shriek of; "Wait for me!"

Thrax's eyes widened and he looked behind him to see Fergie flying in the air after him. Before he was able to react the germ landed on top of him and clung to his neck.

The guards lifted their weapons and shot at the virus. Of corse the brian cells had never shot a weapon before and missed hitting Thrax but tore up his trenchcoat to the point he could no longer fly. He plummeted, spinning to the ground. He dropped behind some tall buildings and out of view.

"Did you get him?" Asked a guard

"I don't know, I couldn't see where any of my bullets went"

"He's as good as dead anyway, he couldn't have survived that fall" Said the third guard, "And if he comes back then we'll take care him"

* * *

**The Thymus 5:17 AM**

The Chief was happy to let the five fugitives stay at his house for the night, of course, not without an explanation first and thus the long exchange of information ensued. In retrospect, Guanine reveled that it was the work of Cerebral that the dam conveniently broke while Mayor Leah was there and that he had been plotting to take over the Body the whole time. The Chief told of the corruption of Cerebral his plan to eliminate all other cells other than the brain cells. Ozzy had the responsibility to explain his encounter with Thrax the virus, exaggerating the tale with a number of his eccentric hand and head movements.

After the stories it was clear the Body was in a monumental amount of trouble. So overwhelming in fact, that it was suggested that everyone took the rest of the night to sleep on it and they would come up with a plan in the morning.

In one of the guest rooms a window beside the bed was open wide. The grey and gloom was gone and the city buildings where lit up with the night time lights. There where no lights of cars. No one was around to drive them. The neighborhood was silent. No one was there to make a sound. The lights where a soft yellow, making everything else a smooth red. The buildings stretched back out of focus into a crimson haze. The hue of red came though the window and reflected across the bed. In the gentle light the blood cell, unable to sleep, was illuminated with the exception of his head which was in the black contrast of the shadowy room. Only the white of his membrane caught some red light.

He stared out the window, thinking deeply about the yesterday's events when the room turned black and snapped him out of his trance. He leaned up at alert and stared at the city out the window, it was black. The lights came back on soon after, but much duller.

"Something must a went wrong with one of the nerves" Osmosis whispered quietly

Something about the sudden power-out troubled him, it just didn't seem right. Nothing seemed right anymore. He looked toward the door, then toward the second twin bed in the room that was in shadow.

"Drix . . . Drix" Ozzy whispered hoarsely

He snorted. "Yo Drix!" He said in his speaking voice, he grabbed a pillow and threw it toward the pill in the other bed. The pillow impacted with a thud.

"What?!" Drix spoke turning over

"Can't sleep either?" Ozzy asked

"Not anymore" He said rubbing his eyes, "What time is- Ozzy, where are you going?"

"I gotta go check something out" He said putting his arm through one of the selves in his jacket, "The power went out a few minuets ago and I gotta go find out why"

"Since when did you suddenly care?" Drix said

"Since it defiantly has something to do with Thrax" Ozzy said taking a flashlight out of a cabinet

"How can you be so sure?" Drix said getting off the bed

"Well, how can _you_ be so unsure?" Ozzy asked reaching for the door knob, "You coming?"

"You really are a mind-job, Jones" Drix said reluctantly agreeing, "But next time you want to go adventuring could you do it when I'm awake?"

He slowly opened up the door but the door hinges let out a pricing shrill shriek which startled Ozzy and caused him to jump into the hallway. There was a scream of a female voice and before anyone knew it Ozzy and Guanine had their guns pulled on each other. They both realized that they weren't faced with the big scary villain they pictured and lowered their guns.

"Guanine?" Ozzy asked

"I guess we're both after the old, ugly virus tonight" She assumed

"What what you doing up so late, anyway?" Drix asked

"Call me an insomniac" Guanine replied putting the gun back in its holder

"Call her a freak" Ozzy commented

Guanine turned a looked at him with a look of disdain.

"Just don't talk to me" She choked pushing him aside and walking to the front door, "You coming, or am I going to have to take this guy down myself?

Ozzy and Drix exchanged concerned glances, they both had a feeling the bitter she-cell had some kind of deep reason for being bitter. They fallowed her out the door, by now she was trudging toward the highway the lead to the Brian. She was stopped by a hand on her shoulder. She aggressively turned.

"I thought I told you-" She turned to see it was the pill, "Oh, it's just you, where's your stupid partner?"

"I'm right here" Ozzy growled from a distance, reluctant to comfort her after the way she's been treating him

"Is there something you want to tell us about?" Drix asked softly

"It's not like anyone cares or anything!" She said jerking away

"You're right, I don't care" Ozzy said

"Shut up! If you two really want to know, I'll tell you!" Guanine snapped in a rage, then she sighed and sat on the curb, "Ever since I was a little girl I always wanted to be a great Immunity like my daddy. You know my daddy single handedly took down a case of chicken pocks before they had a chance to make all those annoying itchy sores"

"Yes, what happened" Drix asked sitting beside her

"Well, guess I just . . . I kinda just . . . "

"Hm?"

"I messed up, okay!" She suddenly cried, "I made some wrong choices, I screwed up my life! Let's leave it at that"

At this Osmosis turned, he, for once, could easily relate to her.

"Then one day, when I got home from a party, I found my dad was gone. He didn't come back for days, he abandoned me. I couldn't live alone, my mom died when I was young, I don't even remember her. Then one day I was taken up in a shot and injected here. I thought it would be a good place to start over" Some tears started to go down her face, "I'm going to prove I can be every bit as good as my dad by taking down the Red Death myself!" She said standing up

"Guanine, wait!" Ozzy shouted

"What?!" She hissed

"Wait" Ozzy said taking her shoulders, "Don't try that, that'll be another wrong move"

"Then what am I supposed to do to get any respect around here?!" She hissed, "You apparently 'killed' him all by yourself, what makes you think I can't?!"

"Because that was all just luck"

"Dumb luck" Guanine added, she sighed, "Fine, I'll let you two tag along - maybe I'll get some credit for _helping_"

"Yeah, but first . . . we gotta catch him."

* * *

**The Brain Stem 1: 05 PM**

In a forgotten street, where the cells that lived there where chased out by Cerebral's guards, lied two beaten pathogens. Knocked cold from the impact of hitting the road, but not killed as they where lucky enough to hit some membrane awnings over a window which absorbed the fall. After hitting the awning they where thrown sideways into the street. They both awoke at about the same time. Fergie awoke to a surprise (and pain) as Thrax has landed on top of him - almost bad karma for Fergie for giving the older virus such problems with his otherwise simple mission. Thrax pushed himself up off the smaller virus. Fergie cringed but Thrax didn't even take the time to smack him, he just stood up and cracked his neck. As Thrax shook off the pain Fergie opened his mouth to speak but was interrupted. Thrax was walking away from him.

"Wait, where are you going?" Fergie asked

"I'm taking a break"

"Oh, that's good, we can-"

"From you, baby." The virus finished turning toward Fergie, "I'm taking a break from you. Come back to the warehouse at five O'clock sharp and do exactly as I tell you . . . or don't come back at all!"

* * *

**The Brain 2:30 PM**

While all other cells in the Body where pushed out of their homes and left in the streets to starve, the Brain cells where living in the lap of luxury. Although Brain cells began to notice a quaint thing about the body, that the brain cells where unable to do any other cells job other than being brain cells. Because of this dilemma the organs, bones and tissues where unable to function properly for much longer and already a number of systems where starting to deteriorate. This fact concerned everyone in the city, even the germs who had realized they where affected adversely by the streak of system failures too.

Everyone was concerned except for their new ruler, Cerebral, who couldn't care less about anyone's opinions other than his own. He sat in the mayor's chair looking at the top of the Brain that still glimmered with the golden street lights below. He has had a long night of calibrating his new gained power and he had a bit of a hangover and was in less of a mood to be bothered than he is normally- meaning he had no tolerance for it. But as fate would have it one of his young followers, a former secretary nerve she-cell, entered the office begging his pardon as she wanted a word with him. She was accompanied by an older a wiser brain cell, older than even Cerebral himself (if you can believe that).

"Mister Cerebral-" She started

"Ah! You must refer to me by my formal name" Interrupted Cerebral

"Mayor Cerebral Wolfgang, sir . . . " The she-cell said meekly, "I've come to tell there's something going wrong with your new plan for the city"

The corrupt Mayor did not make a sound.

"It seems that-"

"You will speak when spoken to!" Snapped Cerebral

"The Brain cells are not equipped to do these tasks you've assigned them" Said the elderly brain cell bravely stepping up

"Well then I suppose you will just have to adapt" Said the corrupt Mayor not even turning his chair to make eye contact with them

"You have to bring back all the others-"

"Silence! You know the new law, we do not converse with those underlings!" Cerebral snapped swiftly turning and staring at the two cells with a ferocious glare

"If you don't change your ways soon Cerebral, Frank will die!" Yelled the old cell

"Do not question my ways! You will do as **I **tell you!! I am your leader!" Cerebral spat throwing the older Brain cell to the ground in a rage. He slammed his fist on a button on his desk, "**Guards**!!! Come to my office at **once**!!"

Guards stormed into the room. The young nerve she-cell ran to her friend. She lifted her head to see the intelligent gentleman that she thought she fallowed had melted away to reveal a terrifying tyrant stood above her, snorting like an enraged bull. His eyes turned black, with an angry display of razor like teeth and claws like stakes and spikes arose from his back. That's when she realized that Cerebral was not a brain cell anymore, at one point in his reign he turned into a full blown and powerful cancer cell. Before she could speak to warn the innocent guards cells their leader was out to kill them all she was grabbed by them. They guards took the two cells and lead them out of the room.

The cancer cell lunged like a fierce animal at them as they exited the room and in a venomous hiss breathed, "Execute them"

The door shut and Cerebral's cancer cell form diapered as he watched the membrane walls that made up his office started to turn grey and die.

"Those sheep, they will fallow me blindly until this whole city is sucked dry" He hissed in a sinister tone, he shook his head and started to speak softly to himself, "But if the city is dead, what will I rule? I thought I wanted to become Mayor, or do I want to kill Frank? I thought I knew, but now I feel like my mind is clouded over by something . . . "

There was a banging on the door that snapped him out of his trance-like state. He turned quickly with a startled look to see the door was open. A bright white light came from the door that lit the dark room. One of the Guards stood in the open door, his body blackened by the bright light behind him.

"Mayor Cerebral Wolfgang, we have received information of a hostile virus being spotted in the Cerebellum" Said the guard

"What?" Cerebral said holding his head

"Our guards where unable to capture him but he was shot down while making his escape, although we aren't sure if he was killed, we have not been able to recover the body"

"It's not an issue, viruses are harmless. You're dismissed" Said Cerebral in a dry tone

The guard turned to leave but was interrupted by Cerebral.

"But if you so happen to find an unauthorized organism in the vicinity" He growled tossing a pistol to the guard, "Shoot them."


	6. Fire Claw

**Upper Trachea 4:15**

"I can't believe all the brainwashed Brain cells crawling around here" Ozzy complained peeking out form behind a building to look at about twenty Guards patrolling the street "Makes ya wonder where all the other cells are at, don't it?"

"Quiet. You can ponder that later, right now those Guards are our problem. They're armed and dangerous, I don't think we want to be found out by them" Drix said

"If I know anything from my encounter with Cerebral it that he don't take kindly to any cell other than his own species" Guanine added

"Boy, you two sound the same. All I need is another Drix" Ozzy said rolling his eyes and starting to crawl through the shadows of the building into a vacant avenue

"Well apparently one wasn't enough to talk some sense into you" Drix said half jokingly

The trio dove across the bend and into what seemed to be only street in the city that wasn't infested with Cerebral's guards. They could finally walk freely without having to back up against a wall or into some dark shadow.

"Why can't we just go for it?" Osmosis complained folding his arms behind his head and stretching his back "They're just Brain Cells, plus if we hadn't been crawling around between buildings we'd probably already found that ugly girly-haired dress-wearing germ"

"I'm sure even if the Guards weren't around we wouldn't have found him, this city is huge. He could be hiding anywhere" Drix said

"Whadever" Ozzy said turning to look down the street, he eye caught something way down the street pacing from side to side across the road, "Yo look, there's someone down there"

At the mention of that Guanine reached into her jacket for her gun and Drix rose up his right cannon-arm in defense. Ozzy stood his ground and looked close to try and make out the figure. It was defiantly a small germ, with one tail and clawed hands and feet, big wide eyes that where a dead giveaway to the figure's identity.

"I recognize those big pink eyes" Ozzy said "Hold up guys, he ain't dangerous!" He put his arms in front of the other Immunity's weapons, "Let me handle it"

He took his sunglasses out of his coat pocket and quickly swaggered toward the tumultuous germ in his typical cop manner. Guanine and Drix stood on the other side of the street watching the blood cell put on his act.

"What is he doing?" Gunaine asked dryly

"Just watch the maestro at work" Drix said with a smirk

Ozzy quickly strode toward the virus who was too busy rambling and pacing quickly with no intended destination.

"Yo Fergie, don't you know it's dangerous to be out all alone?" Ozzy said walking up to the troubled germ

Fergie let out a terrified yelp and hopped up two meters into the air with arms and legs flailing. He landed back on the ground and looked up at him.

"Jones!" Fergie said pulling his ears down past his jaw "What are you doing here?"

"Looking for a criminal, doncha know him?" He said taking Fergie by the nape, "Goes by the name of Thrax"

"Thrax, the tall ugly virus that looks like Morpheus? Never saw the dude, I swear" Fergie said

"Oh really, you sure you ain't been teaming up with him recently?"

"Don't send me to jail man! I'm in deep enough as it is!" Begged the strep

"You're always in trouble" Jones said rolling his eyes

"Not like this!" Fergie started to sob loudly

Ozzy dropped him to the ground and asked him bewilderedly;

"Whadaya mean?"

"I'm in s-so much trouble with Thraaax. H-he told me to meet up with him a-alone later or he'll kill me bu-but what if when I show up he kills me then because h-he was really maaaad" he gasped through his weeping "A-and I don't know what to dooooo!"

Fergie snorted loudly and continued to repeat himself. By then Drix and Guanine came over confused about the random outburst of crying. Ozzy was a little apprehensive about talking to the crying, wailing virus but he managed to get some words in edgewise.

"Where did he say he was meeting you?" he asked

"I'm not telling you!" Fergie cried wiping the snot form his nose "Thrax will kill me if I told you I was with him! Oh no... Oh nooooo! Now he's really gonna kill meeee!"

The virus continued to sob convulsively until Osmosis became very annoyed of it. He keeled down and grabbed Fergie's cheeks with both hands. His loud whimpering stopped.

"Listen to me Fergie. You're going to tell me where and when Thrax said he wanted to see you or he ain't gonna be the only one you're gotta be worrying about" Ozzy scolded shaking the frightened Fergie

"O-okay. But not a word of it to Thrax" Fergie moaned hoarsely "He told me to met at his hideout, that's a storage house up in the Right Sinus Cavity. He said I had to be there at five O'clock sharp or not to come at all. I don't know what he's up to - that's all he told me"

Fergie was released, he plopped to the ground still sniffling. Ozzy stood up straight and looked at his two friends. Drix had a contemplating look about him, Guanine stood with a disgusted face as she watched Fergie wipe away his snot and slobber.

"Okay Jones, the first thing we need to do is to take Thrax's hypothalamus chain. He needs it to carry the DNA beads and that will buy us some time for figuring out our plan to get rid of him once and for all" Drix mused

"I'm sure taking his chain will only make him mad" Guanine criticized

"Yeah, but what if he doesn't know we've taken it until it's too late" Ozzy said with a grin "I got a plan, but we all got to get up to where Thrax is hiding fast, it's getting close to five!"

**The Nose 4:58 PM**

The Red Death had seen some unconfident virus's but no virus was as mediocre as that young streptococcus who he picked in the Mouth when he arrived. Nor had he ever had such a headache over a henchman. Never had a germ caused him so much trouble, a small weak germ at that! It was embracing. Thrax was at the point when he just didn't care anymore, he could never see Fergie again and he wouldn't care - Fergie could come groveling back to him and he wouldn't care. He sat in a chair facing the door with his legs crossed.

The five O'clock hour was approaching and Thrax was anticipating the little germ to come through the door, begging for his forgiveness. Thrax is rarely ever wrong, Fergie came into the building with his tail between his legs, quite literary.

"You're early" Said Thrax lighting a cigaret with the tip of his claw glowing slightly "What's the hurry, baby?"

"No hurry at all! I'm soooo sorry Thrax, I didn't mean it! I-I'll come back when it's time -"

Before Fergie could continue his ranting Thrax began to laugh to himself, rather loudly. Fergie clenched his teeth together nervously. His trembling eyes trying not to look up to the skylight because he by now knew the evil virus could pick up on it and he would be discovered as a traitor and be painfully slaughtered. The laugher ceased. His red claws motioned him in closer and Fergie obeyed. Thrax put the cigaret in his mouth and inhaled.

"You know what time it is now?" he said breathing out a puff a smoke

Fergie gasped in the fume and began to cough hoarsely. A clock tower in the distant Windpipe District gongs five times.

"Five?" Fergie asked then held his mouth and gagged convulsively

"Aren't you a smart one?" mocked Thrax "And do you know what that means?"

Fergie shivered as he watched Thrax get off his chair and stand towering above him expecting that meant it was his final hour but the virus said something much more chilling.

"That means there's only 20 more hours 'til I break my record" Thrax had a big toothy smile, drawing a DNA molecule in the air with the blue smoke of his cigaret. He dashed it with his left claw, it dissipated into a mangled blue puff that he breathed back in.

"But I ain't gonna get ahead of myself" the virus said dropping his cigaret to the ground "I'm gonna rest for a little before the big show"

He turned and walked over to a couch in the middle of the warehouse, crushing the cigaret with his foot on his way. Fergie watched shyly.

"And if you got some surprise you're plannin' to do while I'm sleeping, ya'll better tell me now before I find out and you get in big trouble. I'm a light sleeper." Thrax plopping down on the couch and stretching himself out, popping his bones "You're in this to your _neck_."

Thrax gave Fergie a final death glare with his paralyzing gold eyes before folding his arms across his chest and dozing off. Fergie slowly approached the sleeping virus, he looked up to the skylight conveniently right above the couch. He nodded to the skylight so that the three Immunities could set their plan into motion.

"I can't believe it" Guanine said "How did you know he would go to sleep right under this window?"

"I've worked at this warehouse before I got accepted into the Force" Ozzy said shifting his eyes to her "I had a gut feelin' about the rest."

"You're a cell, you don't have guts" she corrected

"Whatever"

"Do you really think this will work, Jones?" asked Drix

"Of corse it will, when have a ever been wrong" he said

Drix and Guanine open their mouths to start a extensive list but Ozzy interrupted.

"Don't answer that" he said looking down into the interior of the building "Look, he's holding the chain in his right hand and Fergie gave us the okay that he's asleep. Drix go ahead and lower me down"

Drix gave Guanine an unsure look, Guanine sighed and held the bridge of her nose. Drix started, "I really don't think this is gonna-"

"_You _got a better plan?" Ozzy interrupted

Within seconds the white blood cell was lowered through the skylight into the warehouse via Drix's grappling tool that came form his right arm. Slowly he inched down toward the Red Death. Fergie watched uneasily, his ears flattened against his head, he held his tail in his hands - waiting to sprint off if Thrax awoke. Guanine watched scepticly with her hand on her gun to use when Ozzy's plan goes wrong. Drix was busy concentrating on lowering the cop down as quietly and slowly as he could.

Thrax was in the clutches of the same reoccurring dream that haunted his sleep since he day he climbed out of the alcohol mangled and mauled. Sleeping, like eating, was something the virus rarely needed to do, however, recently he's been needing it more. It was starting to sink into his mind that he might be starting to pass his prime but he would refuse to accept it. This was apparent in the slur of words that escaped his dream world that he murmured and growled as he slept.

As Jones came within reaching the chain the virus's words became very clear.

"Where? Where is it, where, where's my chain? It's you again, you have it, you, you, come back, you have it, get back" he grumbled as Ozzy reached his hand out to grab it "I'll, I'll get ya, get, make you pay, I'll, I'll..."

He couldn't reach. He looked up at Drix and silently told him to lower him a little more. He was dropped in closer to the virus. He still couldn't reach. He started to swing on the cord a little to get closer.

"You, you can't escape me, you... I got ya now, now, now you can't get away." the virus's claws kneaded his coat a little

Ozzy swung in close enough to grab the end of the chain. He tugged at it but Thrax's grip was as strong as stone. He used the chain as leverage to pull in closer. He came within inches of the virus's face. Thrax exhaled a foul snort into Ozzy's face and his mouth started to make an evil sneer, his brow tightened.

"I got him, I got him now" Thrax said as his body started to twitch "What is it? What is it?" he growled as his head started to turn to the side

Guanine watched nervously. He was waking up.

"Get oudda there you idiot" she whispered

Jones thought he unraveled the chain from Thrax's hand.

"It's a flu? No, no, it's a malaria? No, it ain't a virus" Thrax started inhaling quick breaths, he was smelling something

Ozzy pulled the chain but it was caught under the virus's chin. He tugged again, it wouldn't budge.

"What is it? It's a bacteria? No." Thrax turned his head so that his face brushed against the cell's hand who was trying to pull the chain from under his jaw, he continued to take in air "What's that smell. It's, It's..."

Ozzy finally dislodged the chain he was about to be pulled back up when Thrax finally discovered the identity of the aroma.

"It's... Cherry? Nasty. Jones." His yellow eyes flashed open, his pupils quickly contracted "Jones!" he roared jumping up and swiping his claws just above the cells head

The cord snapped and he dropped to the ground. Thrax quickly found that the cell was holding his chain, just like in his dream. He turned savagely aggressive at the sight and jumped at Ozzy. Ozzy evaded the strike and hoped up to the severed wire and began to climb up toward his waiting friends. Thrax landed on the ground and swung his head around to see Jones escaping with his chain. He stood up and trudged toward the wire. Thrax felt sharp claws around his waist.

"Thrax, wait!" Fergie shrieked clinging to Thrax

The virus pulled his arm back and knocked Fergie off. The small germ slammed into the wall and slid to the ground leaving a trail of dark purple blood. Thrax flicked the blood off his claws and jumped upon the wire and quickly clawed upward. Ozzy looked down to see the evil virus within inches of him. He was pulled up to the roof by Drix. A red talon shot out of the open window dug into the roof. Guanine pulled her gun out and shot into the hole. The cord severed but the claw still clung to the building, one finger ablaze.

Ozzy, Drix and Guanine turned and hopped off the building and sprinted toward the back of the Sinuses where the car was parked. Thrax pulled himself up on the roof. He took his fiery hand off the roof and it started to heat up. Hot orange veins snaked across the top of the warehouse and it began to burn. Thrax spotted his quarry running away and he jumped off the roof pursued them.

Ozzy looked back to see the building burst into a bright blaze and the virus that caused it quickly running after them. Then something very unexpected came from the fire. A small creature jumped out, tail on fire, and sprinted toward them incredibly quickly, even faster than Thrax. As it passed them they could see that it was Fergie, trying to put out his burning tail. He ran until he came to the drop off at the back of the Nose that fell down into the Throat. The drop off steadily sloped at first before going into an almost vertical drop down into Throat. He skidded to a stop (almost sliding off) and ran back a little. By then Ozzy and his friends had reached the drop off. His car was parked near the drop off by on an artery.

Before he could get to the road he was knocked to the ground by something powerful. He rolled across the ground before catching himself to find Thrax was coming at him again. The cell flattened himself to the ground and tripped Thrax before his claws could cut him. The virus stumbled closer to the drop off. Ozzy tried to run off again but he felt painful stakes drive into his back and toss him back toward the slope. He fell on his hands and knees, blood was oozing from the wounds. He stood back up as fast as his could. Thrax thrust his fist into Ozzy face. Jones slammed into the ground on his back. Thrax slowly walked toward him.

"Get up!" the virus sneered

Guanine was the first to react, she pulled her gun and aimed for the virus's head.

"Eat hot plasma, freak" she pulled the trigger but there was only a short_ click _"Spit, I'm empty" she faltered

"I'm not" Drix replied raising his weapon

The blood cell pushed himself back up, still holding on to the virus's chain.

"Why should I?" he sassed

"Because it ain't sporty to hit a rival who isn't ready" Thrax hissed jokingly

There was the a sound from behind, _Kkssshhhhhooooo!, _Thrax recognized the sound. His body twisted to look and he was slammed in the shoulder by frigid ice mediation. The ice crawled across his arm a little. He backed away, trying to escape the cold, spitting curses.

"Like you would care!" Ozzy replied kicking him in the jaw

Thrax spun around once and regained his balance. He wiped of some fresh blood from his mouth.

"I don't, guess you don't either" Thrax smiled and approached Ozzy "We're more alike than I thought"

The virus bolted toward the cell knocking him down, closer to the drop off.

"I'm nothing like you, Thrax!" Ozzy snapped slamming a fist into Thrax's nose

Thrax stumbled backward. He caught himself and grinned.

"Corse we are" he said slowly turning toward Ozzy "You would love to see me dead, just like I would you, baby." his fiery orange claw heated up "Too bad you wont be able to see that day!"

Thrax lunged toward Ozzy with his left claw drawn back ready to snap foreword into the cell. As Thrax jumped above him his hand burst foreword, at the same time Ozzy kicked upward toward the virus. Ozzy's feet shot into Thrax's stomach and Thrax was flipped right over him, the orange claw narrowly missing Ozzy's neck. As Thrax fell he turned himself in the air, like a cat, so he would land on his feet. As this was happening Ozzy turned around and stood up so he stood facing the virus. Thrax's feet landed on the incline and he swiped at the chain in the cells hand once, twice, both missed with his claws but he grabbed the end with his teeth.

Ozzy was suddenly pulled toward Thrax. He saw that Thrax had the end of the chain in his mouth. Ozzy was swung around by Thrax but he would not let go of his end. The virus had not noticed that in his struggle with the cell he was at the very edge of the back of the Sinuses. He felt his feet hit a sharp incline and he rocked back. He looked down to see no ground but the Throat fading into a black hole below. He looked foreword and saw Ozzy on the other end of the chain trying to pull it back up the ledge. Thrax was still dead set on getting his chain, he steadied himself and pulled his head back on the chain.

Thrax had not counted on one thing. He knew that the pull was strong enough to rip it from the hands of Jones but he didn't know the strength of the chain. The chain broke. It slipped out of Ozzys hands. Without Jones holding on, Thrax fell back. With the chain still in his teeth he plumeted down into the drop off. Ozzy head his loud yell echo through the Throat then fade into nothing.

"Guess you got one thing you wanted" Ozzy said and he walked back up the slope to his friends who where relieved to see he was okay

They had witnessed the fight and watched Thrax fall down the Throat.

"He's dead, no one could have survived that fall, it goes all the way down into the Lungs" Drix said

"Yeah, yeah- if that was the case he'd died like three times. This time you'd better be right, Drix" Ozzy joked "Yeah, he's defiantly dead and even if he ain't he's defiantly out of submission for a while. Just enough time for us to get rid of the other scum bag. Let's head back to Chief's place and get everyone so we can take care of _Mayor _Cerebral!"

Drix and Ozzy started to go back to the car. Fergie went back to the warehouse as it had stopped burning and was actually mostly intact. Guanine stood looking down into the abyss.

"You coming, Guanine?" Ozzy asked

"You go ahead, I'll catch up" she replied

The car sped away. Guanine still curiously looked down into the pit.

"He must have landed in the Lungs..." Guanine whispered "Unless Frank was exhaling at the time, hmm..."

**Front Throat 12:30 AM**

It didn't take long for Guanine to hike from the Nasal Cavity to the Mouth below. She drove a small saliva buggy that she found deserted at the back of the Mouth. She saw what she was looking for. There was a tiny black object far off in the distance whose features became more clear as she quickly approached. She figured that the virus had been blown to the Mouth and landed somewhere at the end of the Tongue. If her math was correct, he should have landed right here.

She idled patrol buggy and jumped out through the window. Her feet hit the top of the taste bud where the virus lie, chillingly stagnant. She slowly walked to him. His upper torso lied mostly to the side, he turned at the hip so his legs lie atop each other. His head was on its side facing the opposite direction of his legs so that it appeared his neck was broken. Both his hands lie limp in front of his body. The broken chain was still hanging his in slightly ajar mouth. As she bent down closer to him she didn't feel any warmth from his high body heat as she has before.

"Dude must be dead" she whispered "Now, let's get that chain"

She apprehensively reached out her small blue hands and placed them on Thrax's upper arm and pushed him over on his back. He flopped lifelessly over.

"Ughk.." she groaned in revolt as she used one hand to push his jaw down, the chain dropped out and into her other hand "Gotcha! Now I should head back to the Chiefs place"

She couldn't bring herself to leave, not yet at least. Though she'd never openly say, Guanine was intrigued at this virus's abilities and was curious about how he worked, especially that Hellish claw. Maybe if she examined him she could discover an effective way to fight any Red Death that might invade in the future - it was a Blood Cell instinct.

She placed the chain into her jacket pocket. Her pocket jolted and out popped a little green stalk eye. Guanine saw her small friend and smiled.

"There you are. How long have you been there?" she asked

The green amoeba spotted his life long fear, the Red Death, lying in front of him. He shrieked and ducked back into the pocket.

"La murte roja!"

"So what else is new" she sarcastically responded cupping the small germ in her hands and taking him out of her pocket "It's okay. Old ugly's not getting back up to terrorize you anymore." she held him toward the virus's face "See, dead virus"

He jumped and bolted up her arm and clung to her shoulder. His eye peeked back out and stared at the unmoving virus. He became slightly less tense.

"That's cool, guess he's been after you for a while." she said "or maybe it was _you_ after_ him_" she mused as she looked down the virus's arm and stopped at his left hand "I gotta look at that claw"

She gently grasped the red hand that was now very cold and turned his over so the palm was up. His fingers curled into a relaxed pose. She ran a finger along the longest of the four claws. It was sharp as the edge of a razor blaze on both ends.

"This is so amazing, I've never seen anything like it" she said in awe of the deadly weapon

Guanine clasped the claw with one hand and lifted it up to get a closer look.

She shuttered "Boy, this part of the Throat really gets a breeze. Good thing this claw's nice and warm."

She cut of her sentence and looked at the talon that was slowly ceasing to be chilly. The bright red color was starting to come back.

"Wait, this is a dead virus. If he was warm then that would mean he's making body heat. If he has body heat that must mean-"

She heard a brief chuckle from behind her. The claws gently closed around her hand.

"No baby, I don't like you like that-" purred a seductive voice

She gasped and flung her head around. The red virus was leaning up and looked at her with a lustful grin and her hand was in his claw.

"-You don't gotta hold my hand" Thrax said

Guanine threw his hand away from her and tried to back up. She slipped and crashed atop Thrax who also was starting to get to his feet. She pushed Thrax back down in her fall. The small green germ was flung off Guanine's shoulder and right onto the nose of the Red Death. She briefly could fell his very hot thermal energy when she had her face in his chest, oddly he had no scent at all she could detect. He stood up, pushing Guanine off him. He snatched the chain form her hands. Thrax tried to get the little green germ off his snout but the germ was so terrified, he simply would not let go of the angry virus.

Thrax madly thrashed his head from side to side, he also swiped at Guanine with his claws. Guanine backed away out of the frustrated virus's range. He was not outside_ her _range.

"Suck on this, ugly" Guanine growled and she thrust her feet foreword

The powerful kick landed a direct hit on her target. The virus let out a loud yell and fell to his knees. He groaned as he bent over in pain holding his groin. During this Guanine made a dash for the saliva buggy. Thrax made a deprave swipe at her but missed by a great distance. She sped away. The virus would allow her to escape, for now. He stood back up.

Thrax grabbed the small germ and ripped him form his face. He held the squirming amoeba and stared at him with raging gold eyes. The virus had a stone cold serious face. The germ was sure his time had come. Thrax smirked.

"I don't got time for you now, only thirteen more hours" Thrax put the germ into the inner pocket on his chest of his coat "I'm saving you for snack time"

The germ didn't dare try to escape, it would be suicide, there's no way the virus wouldn't notice. Thrax cackled quietly, wrapped his chain around his wrist and began the trek back up to his old hideout in the Sinuses to prepare for tomorrow mornings big show.

**The Sinuses 7:59 AM**

Fergie was pushing a final box into place when the yellow glow of the dawn started to filter into the half-burnt warehouse. Fergie has fixed up the large building to his liking, all the clutter was pushed to the burnt area leaving a big open space for him to relax.

"Perfect" he complemented himself looking at his new hideout, he jumped onto a wheeled chair "Home, sweet home!" he grinned putting his feet up on the table

The yellow light warm on his face was blocked out by a big shadow. His eyes flashed open but couldn't make out the black shadow that quickly passed on. He shrugged it off and continued with relaxing. Fergie was soon jolted out of his rest by a click at the door. He looked toward the large wall and toward the front door. He grinned.

"Must be Fungus, Hissy and Wart" he said leaping out of his chair and bounding toward the door "Crawling back to me, as always"

He flung the door open eagerly with his eyes closed narcissistically.

"Fellas!" he called taking a step foreword and into a big black object

His big half-blind pink eyes opened and slowly looked up to see a sight he was sure he had been rid of. The small germ took slow rickety steps away from the tall virus standing in the doorway. Words failed to described his terror; he backed away petrified and panicked, he could only squeak small syllables.

"Th...Th...Thr...Th..." He heaved as the huge shadow covered him

"What's a matter, Fergie baby. Your acting like you seen a ghost" Thrax spoke as he walked toward the paralyzed streptococcus with a wicked smirk

Fergie bumbled into a pile of boxes that scattered out on to the floor. He took quick hops back, Thrax's pace quickened as well. Evil yellow eyes where locked onto Fergie's wide pink ones. The germ's back ran into a wall. His claws stretched the wall.

"No...No, please, no" Fergie begged looking up at the Red Death

"You shoulda thought your decisions through better. You shoulda listened to what I told you" Thrax snarled approaching Fergie

Thrax snatched him by the neck and slammed him to the wall. Fergie squirmed and yelped. He was crushed against the wall and was still. His head hung lifelessly down. Purple blood trickled down his mouth.

"What did I tell you?" Thrax pressed still holding the strep by the throat.

Fergie's head rose up and his pink eyes opened a sliver.

"You're in this to your _neck_!"

Big pink eyes quickly widened fully as the bright flash of orange bared down on the young streptococcus. The warehouse quickly went up into a bright sinister blaze. A tall, powerful virus exited the scene and only has one statement to say;

"Only dead men cross the Red Death"

And in the smoldering remains ended the story of Fergie Streptococcus. His luck had run out.

**The Thymus 11:45 AM**

Although Osmosis drove his car as fast as it could muster he didn't make it to the Chief's house as quickly as he hoped. Cerebral's guards were a rare sight, they where not the reason it took Drix and Ozzy so long to reach the Thymus; the thinner veins where starting to disintegrate. He had to take so many alternate routes he was briefly lost. The car skidded to a halt on the sidewalk in front of the large home.

The blood cell leapt out of the car, leaving Drix behind who was (as always) having trouble exiting the small vehicle. Osmosis ran up to the door and slowed to a halt when he noticed the sign attached to it. He stood and stared at it wide-eyed. During this Drix had won his whistling match with the car door and approached the house. He too stopped and stared at the notice posted on the door. There was a moment of stillness.

"Condemned...?" Ozzy spoke barley audibly

"Why?" Drix asked himself

Ozzy lunged toward the door and grabbed the knob. It would not turn. He pulled and pushed on it but it would not budge. He started to punch the flexible, yet tough, membrane door.

"Leah! Chiefy!" He cried pounding the door with his fist, "Chill! Anyone! Open the door! Open the door!"

"Jones..." Drix said sternly at his sudden outburst, the troubled cell didn't become any quieter

"Where are you? Open the door!" He slammed his body into the door

"They aren't here, they must have been taken somewhere" Drix said as Ozzy's blows to the door became softer

"Leah" He muttered quietly resting his head on the locked door, he read the signature at the bottom of the notice, "It was you, Cerebral, it was you, wasn't it? You took them." His head rose with a frighteningly grave expression, "You've gone too far now"

"Osmosis!" Cried a young female voice

His head quickly rose up.

"Leah?" He turned around

"Ozzy, he's alive!" Screamed the she-cell

Guanine stopped in front of Jones in a panic. She continued;

"Thrax isn't dead! He's still got the chain and now he's going up the Brain!" She stuttered

Ozzy had a blank expression, he shook his head and stared at the teenager angrily.

"What? You saw him? Why didn't you take the chain from him!" He yelled approaching the shocked cell, she took at step away, "You couldn't do that? Thanks a lot, now were all screwed. _ It's your fault_!"

"_I didn't mean it_." She faltered

"Thrax is probably already up in the Brain. _ I can't believe you could be so stupid_!"

"_I'm sorry_" Guanine choked stepping back

"_You're sorry just doesn't cut it! You're sorry doesn't make up for what you've just done_!"

Guanine face was blank as she stood there wide eyed. Her eyes where on the angry blood cell but he couldn't feel her graze was on him. Guanine was in some other place in time . . . She blinked once, twice, then yelled back;

"You sound just like my father!" She turned and ran toward Drix choking back tears

Ozzy's angry expression faded as he watched the troubled blood cell try to fight off her tears. She hid her face in Drix's chest, he gently put a hand on her back. He looked up at Jones with an almost angry face. He had just realized he had really hurt his friend.

"Guanine, wait. I didn't mean-"

"Let's go to the Brain and see if we can't find what's happened to Leah and the others" Drix interrupted coldly as he went to the car with Guanine

" . . . I'm sorry" Ozzy finished woefully

Only one car drove down the large highway. Ozzy was alone in the front seat as Drix sat the in back to comforting Guanine. She looked out the window and watched the decaying city start to dull in color. No other cells where around. It was a ghost town. There was a thick fog of sadness over the trio. The silence was broken;

"You know, I didn't have that fantastic of a childhood either" Osmosis stated

"Please don't tell her about the toilet paper cling-ons" Drix groaned rolling his eyes

"Sure I joke about it now but back then I was just like you, Guanine" Ozzy continued looking at her sad reflection of the window, "Angry at everyone for not giving me any respect just cuz I was a kid. Had big dreams too, but it seemed like the harder I tried the further they got away. Being a rebel didn't help me out much either"

Her eyes turned to him. He broke a small grin.

"I ain't gonna tell you I just tried harder and all my dreams came true and all that junk, nuh uh. But I can say this; I never thought I'd find someone I could relate to so much - that is until I really got to know you."

"Ain't this a bad time to start getting romantic?" Guanine said dully

"Don't let you're imagination get ahead of you, I got a girl" Ozzy quickly responded, "That's not what I was getting at"

Guanine turned her head at him. He took a hand off the wheel and looked around the seat at her.

"I'm really sorry, Guanine." He said, "Ya know I got a hard time with my temper"

"Likewise" She said with a lighthearted nod

"Think we can corporate and bring those scum bags down?" He asked putting out a closed fist

She was silent as she looked without expression at the Immunity cell.

"Absi-tively, posi-olutely" She responded with an eager smile, gently pounding his fist with hers

"Now that sounds like a great Immunity!"

"Ozzy, look out!" Drix interrupted

The while blood cell's head quickly swung around to see he almost crashed into a huge building. His car skidded to a halt before it could collide with the building. He looked up at the building that read "Cerebellum Hall" and the Brain above, starting to become dull in color. He felt his inner rage begin to come back to him, he threateningly growled;

"Cerebral..."

**Authors Notes:**

Due to recent badgering for "MOAR!" I prematurly posted up this part. I havn't gone over it with my policy of "makin a story, checking errors twise, gonna find out how badly I write" so sorry if there's typos. . . . Tharx's the virus is coming to the Brain! :D


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